Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 28, 2016 | |
Entity Registrant Name | IAC/INTERACTIVECORP | |
Entity Central Index Key | 891,103 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Stock | ||
Entity Common Stock, Shares Outstanding | 73,500,407 | |
Class B Convertible Common Stock | ||
Entity Common Stock, Shares Outstanding | 5,789,499 |
CONSOLIDATED BALANCE SHEET (Una
CONSOLIDATED BALANCE SHEET (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 1,189,784 | $ 1,481,447 |
Marketable securities | 177,862 | 39,200 |
Accounts receivable, net of allowance of $16,650 and $16,528, respectively | 199,328 | 250,077 |
Other current assets | 232,556 | 174,286 |
Total current assets | 1,799,530 | 1,945,010 |
Property and equipment, net of accumulated depreciation and amortization of $319,804 and $284,494, respectively | 317,277 | 302,817 |
Goodwill | 1,942,556 | 2,245,364 |
Intangible assets, net | 382,296 | 440,828 |
Long-term investments | 126,855 | 137,386 |
Other non-current assets | 102,646 | 117,286 |
TOTAL ASSETS | 4,671,160 | 5,188,691 |
LIABILITIES: | ||
Current portion of long-term debt | 0 | 40,000 |
Accounts payable, trade | 72,268 | 86,883 |
Deferred revenue | 284,227 | 258,412 |
Accrued expenses and other current liabilities | 346,094 | 383,251 |
Total current liabilities | 702,589 | 768,546 |
Long-term debt, net of current portion | 1,641,285 | 1,726,954 |
Income taxes payable | 35,800 | 33,692 |
Deferred income taxes | 250,883 | 348,773 |
Other long-term liabilities | 39,244 | 64,510 |
Redeemable noncontrolling interests | 31,160 | 30,391 |
Commitments and contingencies | ||
SHAREHOLDERS' EQUITY: | ||
Additional paid-in capital | 11,906,822 | 11,486,315 |
Retained earnings | 188,063 | 331,394 |
Accumulated other comprehensive loss | (122,684) | (152,103) |
Treasury stock 192,422,155 and 187,137,267 shares, respectively | (10,108,606) | (9,861,350) |
Total IAC shareholders' equity | 1,863,866 | 1,804,526 |
Noncontrolling interests | 106,333 | 411,299 |
Total shareholders' equity | 1,970,199 | 2,215,825 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 4,671,160 | 5,188,691 |
Common Stock | ||
SHAREHOLDERS' EQUITY: | ||
Common stock | 255 | 254 |
Class B Convertible Common Stock | ||
SHAREHOLDERS' EQUITY: | ||
Common stock | $ 16 | $ 16 |
CONSOLIDATED BALANCE SHEET (Par
CONSOLIDATED BALANCE SHEET (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance | $ 16,650 | $ 16,528 |
Accumulated depreciation and amortization, property and equipment | $ 319,804 | $ 284,494 |
Treasury stock, shares (in shares) | 192,422,155 | 187,137,267 |
Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized shares (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock, issued shares (in shares) | 255,496,433 | 254,014,976 |
Common stock, outstanding shares (in shares) | 73,442,278 | 77,245,709 |
Class B Convertible Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized shares (in shares) | 400,000,000 | 400,000,000 |
Common stock, issued shares (in shares) | 16,157,499 | 16,157,499 |
Common stock, outstanding shares (in shares) | 5,789,499 | 5,789,499 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue | $ 764,102 | $ 838,561 | $ 2,328,720 | $ 2,382,205 |
Operating costs and expenses: | ||||
Cost of revenue (exclusive of depreciation shown separately below) | 179,131 | 199,377 | 543,262 | 564,077 |
Selling and marketing expense | 292,393 | 343,110 | 970,259 | 1,030,302 |
General and administrative expense | 128,829 | 134,122 | 417,206 | 378,265 |
Product development expense | 45,947 | 46,859 | 151,688 | 138,546 |
Depreciation | 17,951 | 15,625 | 51,321 | 46,693 |
Amortization of intangibles | 14,267 | 12,338 | 65,062 | 39,304 |
Goodwill impairment | 0 | 0 | 275,367 | 0 |
Total operating costs and expenses | 678,518 | 751,431 | 2,474,165 | 2,197,187 |
Operating income (loss) | 85,584 | 87,130 | (145,445) | 185,018 |
Interest expense | (27,118) | (15,992) | (82,622) | (45,270) |
Other income, net | 11,700 | 34,398 | 20,405 | 39,748 |
Earnings (loss) from continuing operations before income taxes | 70,166 | 105,536 | (207,662) | 179,496 |
Income tax (provision) benefit | (17,826) | (40,510) | 77,394 | (34,722) |
Earnings (loss) from continuing operations | 52,340 | 65,026 | (130,268) | 144,774 |
Earnings (loss) from discontinued operations, net of tax | 0 | 17 | 0 | (11) |
Net earnings (loss) | 52,340 | 65,043 | (130,268) | 144,763 |
Net (earnings) loss attributable to noncontrolling interests | (9,178) | 568 | (13,063) | 6,558 |
Net earnings (loss) attributable to IAC shareholders | $ 43,162 | $ 65,611 | $ (143,331) | $ 151,321 |
Per share information attributable to IAC shareholders: | ||||
Basic earnings (loss) per share from continuing operations (in dollars per share) | $ 0.54 | $ 0.79 | $ (1.78) | $ 1.82 |
Diluted earnings (loss) per share from continuing operations (in dollars per share) | 0.49 | 0.74 | (1.78) | 1.71 |
Basic earnings (loss) per share (in dollars per share) | 0.54 | 0.79 | (1.78) | 1.82 |
Diluted earnings (loss) per share (in dollars per share) | 0.49 | 0.74 | (1.78) | 1.71 |
Dividends declared per share (in dollars per share) | $ 0 | $ 0.34 | $ 0 | $ 1.02 |
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | $ 23,661 | $ 27,009 | $ 82,610 | $ 71,869 |
Cost of revenue | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | 597 | 307 | 1,904 | 846 |
Selling and marketing expense | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | 1,465 | 2,442 | 5,026 | 7,284 |
General and administrative expense | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | 18,248 | 21,683 | 59,957 | 56,320 |
Product development expense | ||||
Stock-based compensation expense by function: | ||||
Stock-based compensation expense | $ 3,351 | $ 2,577 | $ 15,723 | $ 7,419 |
CONSOLIDATED STATEMENT OF COMPR
CONSOLIDATED STATEMENT OF COMPREHENSIVE OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net earnings (loss) | $ 52,340 | $ 65,043 | $ (130,268) | $ 144,763 | |
Other comprehensive (loss) income, net of tax: | |||||
Change in foreign currency translation adjustment | [1] | (4,808) | (10,603) | 7,596 | (58,604) |
Change in unrealized gains and losses of available-for-sale securities (net of tax benefits of $85 and $868 for the three and nine months ended September 30, 2016, respectively, and net of tax benefits of $277 and $95 for the three and nine months ended September 30, 2015, respectively) | [2] | (145) | (3,617) | 1,510 | 632 |
Total other comprehensive (loss) income, net of tax | (4,953) | (14,220) | 9,106 | (57,972) | |
Comprehensive income (loss) | 47,387 | 50,823 | (121,162) | 86,791 | |
Comprehensive (income) loss attributable to noncontrolling interests | (9,502) | 595 | (13,881) | 7,742 | |
Comprehensive income (loss) attributable to IAC shareholders | $ 37,885 | $ 51,418 | $ (135,043) | $ 94,533 | |
[1] | The nine months ended September 30, 2016 and the three and nine months ended September 30, 2015 include amounts reclassified out of other comprehensive income into earnings. See Note 8 - Accumulated Other Comprehensive Loss for additional information. | ||||
[2] | The three and nine months ended September 30, 2016 and 2015 include unrealized gains reclassified out of other comprehensive income into earnings. See Note 5 - Marketable Securities and Note 8 - Accumulated Other Comprehensive Loss for additional information. |
CONSOLIDATED STATEMENT OF COMP6
CONSOLIDATED STATEMENT OF COMPREHENSIVE OPERATIONS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Tax benefit of change in unrealized gains and losses of available-for-sale securities | $ 85 | $ 277 | $ 868 | $ 95 |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) - 9 months ended Sep. 30, 2016 - USD ($) shares in Thousands, $ in Thousands | Total | IAC | Common StockCommon Stock $.001 Par Value | Common StockClass B Convertible Common Stock $.001 Par Value | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Treasury Stock | Noncontrolling Interests |
Beginning balance at Dec. 31, 2015 | $ 2,215,825 | $ 1,804,526 | $ 254 | $ 16 | $ 11,486,315 | $ 331,394 | $ (152,103) | $ (9,861,350) | $ 411,299 |
Beginning balance, common stock (in shares) at Dec. 31, 2015 | 254,015 | 16,157 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net (loss) earnings | (127,177) | (143,331) | (143,331) | 16,154 | |||||
Other comprehensive income, net of tax | 9,020 | 8,288 | 8,288 | 732 | |||||
Stock-based compensation expense | 75,327 | 40,046 | 40,046 | 35,281 | |||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes | (7,023) | (7,023) | $ 1 | (7,024) | |||||
Issuance of common stock pursuant to stock-based awards, net of withholding taxes (in shares) | 1,481 | ||||||||
Income tax benefit related to stock-based awards | 44,768 | 44,768 | 44,768 | ||||||
Purchase of treasury stock | (247,256) | (247,256) | (247,256) | ||||||
Adjustment of redeemable noncontrolling interests to fair value | (5,921) | (5,921) | (5,921) | ||||||
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 804 | 804 | |||||||
Reallocation of shareholders' equity balances related to the noncontrolling interests created in the Match Group initial public offering | 363,638 | 342,507 | 21,131 | (363,638) | |||||
Changes in noncontrolling interests of Match Group due to the issuance of its common stock | (6,061) | (6,061) | 6,061 | ||||||
Noncontrolling interests created in a recent acquisition | 12,222 | 12,222 | 12,222 | ||||||
Other | (390) | (30) | (30) | (360) | |||||
Ending balance at Sep. 30, 2016 | 1,970,199 | $ 1,863,866 | $ 255 | $ 16 | $ 11,906,822 | $ 188,063 | $ (122,684) | $ (10,108,606) | $ 106,333 |
Ending balance, common stock (in shares) at Sep. 30, 2016 | 255,496 | 16,157 | |||||||
Beginning balance at Dec. 31, 2015 | 30,391 | ||||||||
Increase (Decrease) in Redeemable Noncontrolling Interests | |||||||||
Net (loss) earnings | (3,091) | ||||||||
Other comprehensive income, net of tax | 86 | ||||||||
Stock-based compensation expense | 1,224 | ||||||||
Purchase of redeemable noncontrolling interests | (2,529) | ||||||||
Adjustment of redeemable noncontrolling interests to fair value | 6,282 | ||||||||
Other | (1,203) | ||||||||
Ending balance at Sep. 30, 2016 | $ 31,160 |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities attributable to continuing operations: | ||
(Loss) earnings from continuing operations | $ (130,268) | $ 144,774 |
Adjustments to reconcile (loss) earnings from continuing operations to net cash provided by operating activities attributable to continuing operations: | ||
Stock-based compensation expense | 82,610 | 71,869 |
Depreciation | 51,321 | 46,693 |
Amortization of intangibles | 65,062 | 39,304 |
Goodwill impairment | 275,367 | 0 |
Excess tax benefits from stock-based awards | (43,131) | (49,147) |
Deferred income taxes | (99,955) | (7,851) |
Equity in losses of unconsolidated affiliates | 340 | 78 |
Acquisition-related contingent consideration fair value adjustments | 7,993 | (17,906) |
Gains on sale of businesses and investments, net | (13,416) | (523) |
Gain on real estate transaction | 0 | (33,586) |
Other adjustments, net | 21,882 | 15,679 |
Changes in assets and liabilities, net of effects of acquisitions and dispositions: | ||
Accounts receivable | 32,950 | (25,822) |
Other assets | (19,775) | (13,746) |
Accounts payable and other current liabilities | (63,669) | (17,635) |
Income taxes payable | (37,081) | (13,748) |
Deferred revenue | 31,352 | 45,674 |
Net cash provided by operating activities attributable to continuing operations | 161,582 | 184,107 |
Cash flows from investing activities attributable to continuing operations: | ||
Acquisitions, net of cash acquired | (2,524) | (43,286) |
Capital expenditures | (62,739) | (44,558) |
Investments in time deposits | (87,500) | 0 |
Proceeds from maturities of time deposits | 87,500 | 0 |
Proceeds from maturities and sales of marketable debt securities | 79,210 | 192,928 |
Purchases of marketable debt securities | (229,246) | (93,134) |
Purchases of investments | (7,211) | (25,073) |
Net proceeds from the sale of businesses and investments | 110,536 | 8,551 |
Other, net | 5,562 | (4,095) |
Net cash used in investing activities attributable to continuing operations | (106,412) | (8,667) |
Cash flows from financing activities attributable to continuing operations: | ||
Purchase of treasury stock | (247,256) | (200,000) |
Proceeds from Match Group 2016 Senior Notes offering | 400,000 | 0 |
Debt issuance costs | (5,048) | 0 |
Redemption and repurchase of Senior Notes | (126,271) | 0 |
Dividends | 0 | (84,947) |
Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes | (7,148) | (40,197) |
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 467 | 0 |
Excess tax benefits from stock-based awards | 43,131 | 49,147 |
Purchase of noncontrolling interests | (2,529) | (29,899) |
Acquisition-related contingent consideration payments | (2,180) | (5,712) |
Decrease in restricted cash related to bond redemptions | 20,000 | 0 |
Other, net | (766) | 512 |
Net cash used in financing activities attributable to continuing operations | (337,600) | (391,096) |
Total cash used in continuing operations | (282,430) | (215,656) |
Total cash used in discontinued operations | 0 | (190) |
Effect of exchange rate changes on cash and cash equivalents | (9,233) | (8,111) |
Net decrease in cash and cash equivalents | (291,663) | (223,957) |
Cash and cash equivalents at beginning of period | 1,481,447 | 990,405 |
Cash and cash equivalents at end of period | 1,189,784 | 766,448 |
Match Group Term Loan | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | (410,000) | 0 |
Liberty Bonds | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | $ 0 | $ (80,000) |
THE COMPANY AND SUMMARY OF SIGN
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations IAC is a leading media and Internet company comprised of widely known consumer brands such as HomeAdvisor, Vimeo, About.com, Dictionary.com, The Daily Beast, Investopedia, and Match Group's online dating portfolio, which includes Match, OkCupid, Tinder and PlentyOfFish. All references to "IAC," the "Company," "we," "our" or "us" in this report are to IAC/InterActiveCorp. Basis of Presentation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). Basis of Consolidation and Accounting for Investments The consolidated financial statements include the accounts of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. Intercompany transactions and accounts have been eliminated. Investments in the common stock or in-substance common stock of entities in which the Company has the ability to exercise significant influence over the operating and financial matters of the investee, but does not have a controlling financial interest, are accounted for using the equity method and are included in "Long-term investments" in the accompanying consolidated balance sheet. The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015. Accounting Estimates Management of the Company is required to make certain estimates, judgments and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments and assumptions impact the reported amounts of assets, liabilities, revenue and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates and judgments including those related to: the fair values of marketable securities and other investments; the recoverability of goodwill and indefinite-lived intangible assets; the useful lives and recoverability of definite-lived intangible assets and property and equipment; the carrying value of accounts receivable, including the determination of the allowance for doubtful accounts; the determination of revenue reserves; the fair value of acquisition-related contingent consideration arrangements; the liabilities for uncertain tax positions; the valuation allowance for deferred income tax assets; and the fair value of and forfeiture rates for stock-based awards, among others. The Company bases its estimates and judgments on historical experience, its forecasts and budgets and other factors that the Company considers relevant. Certain Risks and Concentrations A significant portion of the Company's revenue is derived from online advertising, the market for which is highly competitive and rapidly changing. Significant changes in this industry or changes in advertising spending behavior or in customer buying behavior could adversely affect our operating results. Most of the Company's online advertising revenue is attributable to a services agreement with Google Inc. ("Google"). The Company's service agreement became effective on April 1, 2016, following the expiration of the previous services agreement. The services agreement expires on March 31, 2020; the Company may choose to terminate the agreement effective March 31, 2019. The services agreement requires that we comply with certain guidelines promulgated by Google. Google may generally unilaterally update its own policies and guidelines without advance notice, which could in turn require modifications to, or prohibit and/or render obsolete certain of our products, services and/or business practices, which could be costly to address or otherwise have an adverse effect on our business, financial condition and results of operations. For the three and nine months ended September 30, 2016 , revenue earned from Google was $172.0 million and $638.2 million , respectively. For the three and nine months ended September 30, 2015 , revenue earned from Google was $332.0 million and $979.8 million , respectively. This revenue is earned by the businesses comprising the Publishing and Applications segments. For the three and nine months ended September 30, 2016 , revenue earned from Google represents 66% and 76% of Publishing revenue and 85% and 87% of Applications revenue, respectively. For the three and nine months ended September 30, 2015 , revenue earned from Google represents 85% and 84% of Publishing revenue and 93% and 94% of Applications revenue, respectively. Accounts receivable related to revenue earned from Google totaled $59.2 million and $97.2 million at September 30, 2016 and December 31, 2015 , respectively. Recent Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which makes clarifications to how cash receipts and cash payments in certain transactions are presented and classified on the statement of cash flows. The provisions of ASU 2016-15 are effective for reporting periods beginning after December 15, 2017, including interim periods, and will require adoption on a retrospective basis unless it is impracticable to apply, in which case we would be required to apply the amendments prospectively as of the earliest date practicable; early adoption is permitted. The Company does not expect the adoption of this standard update to have a material impact on its consolidated financial statements; and is currently evaluating the method and timing of adoption. In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payments Accounting (Topic 718). The update is intended to simplify existing guidance on various aspects of the accounting and presentation of employee share-based payments in financial statements including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification on the statement of cash flows. The provisions of ASU 2016-09 are effective for reporting periods beginning after December 15, 2016; early adoption is permitted. The primary effects of the adoption of ASU 2016-09 on the Company’s results of operations, cash flows and earnings per share will be due to the change in the treatment of the excess tax benefit (deficiency) related to equity awards to employees upon exercise of stock options and the vesting of restricted stock units. The table below illustrates this effect. Excess tax benefit (deficiency) of equity awards to employees upon exercise of stock options and the vesting of restricted stock units: Accounting under current GAAP: Accounting following adoption of ASU 2016-09: Statement of operations Treated as an increase (or decrease) to additional paid-in capital when realized (i.e., reduction of income taxes payable) Included in the determination of the income tax provision or benefit upon option exercise or share vesting Statement of cash flows Treated as a financing cash flow Treated as an operating cash flow Calculation of fully diluted shares for the determination of earnings per share Included as a component of the assumed proceeds in applying the treasury stock method Excluded from the assumed proceeds in applying the treasury stock method The expected effect of the adoption of ASU 2016-09 for the Company will be to increase reported net earnings (or reduce reported net loss) and increase operating cash flow and basic earnings per share (or reduce reported net loss per share). The number of shares used in the calculation of fully diluted earnings per share will also increase due to the reduction in assumed proceeds under the treasury stock method. The actual effect on fully diluted earnings per share could be an increase or a decrease in any period, which will depend upon the increase in reported earnings and the increase in the number of shares included in the fully diluted earnings per share calculation. The Company will adopt the change in treatment of excess tax benefit (deficiency) as of January 1, 2017 using the modified retrospective approach with the cumulative effect recognized as of the date of initial adoption and will apply the provisions of ASU 2016-09 related to the presentation on the statement of cash flows using the prospective approach. To illustrate the effect of ASU 2016-09 on the Company’s results for the nine months ended September 30, 2016, the table below illustrates the change in the Company’s reported results after giving pro forma effect to ASU 2016-09 as if it had been in effect on January 1, 2016. Reported results under current GAAP Pro forma results assuming ASU 2016-09 had been in effect on January 1, 2016 (In thousands, except per share data) Net loss $ (130,268 ) $ (85,500 ) Net earnings attributable to noncontrolling interests 13,063 13,063 Net loss attributable to IAC shareholders (143,331 ) (98,563 ) Cash flows provided by operating activities attributable to continuing operations 161,582 204,713 Cash flows used in financing activities attributable to continuing operations (337,600 ) (380,731 ) Basic loss per share from continuing operations $ (1.78 ) $ (1.23 ) Fully diluted loss per share from continuing operations $ (1.78 ) $ (1.23 ) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the statement of financial position. The provisions of ASU 2016-02 are effective for reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, and in August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . Together, this guidance requires that deferred debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the associated debt liability, while debt issuance costs related to line-of-credit arrangements may still continue to be classified as assets. The Company adopted the provisions of ASU 2015-03 and ASU 2015-15 in the first quarter of 2016 and applied the provisions retrospectively, resulting in $21.3 million of deferred debt issuance costs being reclassified from other non-current assets to long-term debt, net of current portion, in the accompanying December 31, 2015 consolidated balance sheet. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which clarifies the principles for recognizing revenue and develops a common standard for all industries. In July 2015, the FASB decided to defer the effective date for annual reporting periods beginning after December 15, 2017. In March, April and May 2016, the FASB issued ASU 2016-08, ASU 2016-10 and ASU 2016-12, respectively, which provide further revenue recognition guidance related to principal versus agent considerations, performance obligations and licensing, and narrow-scope improvements and practical expedients. Early adoption is permitted beginning on the original effective date of December 15, 2016. Upon adoption, ASU 2014-09 may either be applied retrospectively to each prior period presented or using the modified retrospective approach with the cumulative effect recognized as of the date of initial application. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. The Company will adopt this standard using the modified retrospective approach effective January 1, 2018. Reallocation of Noncontrolling Interests During the quarter ended March 31, 2016, the Company reallocated amounts within the accounts comprising shareholders' equity to correct the amount of noncontrolling interests that was initially recorded following the initial public offering ("IPO") of Match Group, which occurred on November 24, 2015. The noncontrolling interests should have been recorded using the net book value of Match Group rather than the net IPO proceeds. In addition, the adjustment allocates the proportionate share of the accumulated other comprehensive loss to the noncontrolling interests balance. The reallocation has no effect on net income or earnings per share. Based on our assessment of both qualitative and quantitative factors, the reallocation was not considered material to the consolidated financial statements of the Company as of and for: (i) the year ended December 31, 2015 , (ii) the three months ended March 31, 2016; (iii) the six months ended June 30, 2016; and (iv) the nine months ended September 30, 2016 . Therefore, the adjustment was initially reflected in the consolidated financial statements of the Company as of and for the three months ended March 31, 2016 and will, therefore, also be reflected in the year-to-date consolidated financial statements of each subsequent interim period in 2016 and the annual consolidated financial statements for the year ending December 31, 2016. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES At the end of each interim period, the Company makes its best estimate of the annual expected effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss. The income tax provision or benefit related to significant, unusual, or extraordinary items, if applicable, that will be separately reported or reported net of their related tax effects are individually computed and recognized in the interim period in which they occur. In addition, the effect of changes in enacted tax laws or rates, tax status, judgment on the realizability of a beginning-of-the-year deferred tax asset in future years or the liabilities for uncertain tax positions is recognized in the interim period in which the change occurs. The computation of the annual expected effective income tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pre-tax income (or loss) for the year, projections of the proportion of income (and/or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences, and the likelihood of the realization of deferred tax assets generated in the current year. The accounting estimates used to compute the provision or benefit for income taxes may change as new events occur, more experience is acquired, additional information is obtained or our tax environment changes. To the extent that the expected annual effective income tax rate changes during a quarter, the effect of the change on prior quarters is included in income tax provision in the quarter in which the change occurs. For the three and nine months ended September 30, 2016 , the Company recorded an income tax provision for continuing operations of $17.8 million and an income tax benefit for continuing operations of $77.4 million , respectively, which represents effective income tax rates of 25% and 37% , respectively. The effective tax rate for the three months ended September 30, 2016 is lower than the statutory rate of 35% due primarily to foreign income taxed at lower rates. The effective tax rate for the nine months ended September 30, 2016 is higher than the statutory rate of 35% due primarily to foreign income taxed at lower rates, state taxes and the non-taxable gain on the sale of PriceRunner, partially offset by the non-deductible portion of the goodwill impairment at the Publishing segment. For the three and nine months ended September 30, 2015 , the Company recorded an income tax provision for continuing operations of $40.5 million and $34.7 million , respectively, which represents effective income tax rates of 38% and 19% , respectively. The effective tax rate for the three months ended September 30, 2015 is higher than the statutory rate of 35% due primarily to state taxes, partially offset by foreign income taxed at lower rates. The effective tax rate for the nine months ended September 30, 2015 is lower than the statutory rate of 35% due primarily to the realization of certain deferred tax assets, a reduction in tax reserves and related interest due to the expiration of statutes of limitations and the non-taxable gain on contingent consideration fair value adjustments. The Company recognizes interest and, if applicable, penalties related to unrecognized tax benefits in the income tax provision. At September 30, 2016 and December 31, 2015 , the Company has accrued $2.8 million and $2.5 million , respectively, for the payment of interest. At September 30, 2016 and December 31, 2015 , the Company has accrued $1.8 million and $2.2 million , respectively, for penalties. The Company is routinely under audit by federal, state, local and foreign authorities in the area of income tax. These audits include questioning the timing and the amount of income and deductions and the allocation of income and deductions among various tax jurisdictions. The Internal Revenue Service is currently auditing the Company’s federal income tax returns for the years ended December 31, 2010 through 2012. The statute of limitations for the years 2010 through 2012 has been extended to March 31, 2017. Various other jurisdictions are open to examination for tax years beginning with 2009. Income taxes payable include reserves considered sufficient to pay assessments that may result from examination of prior year tax returns. Changes to reserves from period to period and differences between amounts paid, if any, upon resolution of audits and amounts previously provided may be material. Differences between the reserves for income tax contingencies and the amounts owed by the Company are recorded in the period they become known. At September 30, 2016 and December 31, 2015 , unrecognized tax benefits, including interest, are $41.3 million and $43.4 million , respectively. If unrecognized tax benefits at September 30, 2016 are subsequently recognized, $38.2 million , net of related deferred tax assets and interest, would reduce the income tax provision for continuing operations. The comparable amount as of December 31, 2015 was $41.0 million . The Company believes that it is reasonably possible that its unrecognized tax benefits could decrease by $14.4 million within twelve months of September 30, 2016 due to expirations of statutes of limitations; $14.0 million of which would reduce the income tax provision for continuing operations. |
BUSINESS COMBINATION
BUSINESS COMBINATION | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATION | BUSINESS COMBINATION On October 28, 2015, Match Group completed the purchase of all the outstanding shares of Plentyoffish Media Inc. ("PlentyOfFish"), a leading provider of subscription-based and ad-supported online personals servicing North America, Europe, Latin America and Australia. Services are provided through websites and mobile applications that PlentyOfFish owns and operates. The purchase price was $574.1 million in cash and is net of a $0.9 million working capital adjustment paid to Match Group in the second quarter of 2016. The financial results of PlentyOfFish are included in the Company's consolidated financial statements, within the Match Group segment, beginning October 28, 2015. The table below summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition: (In thousands) Cash and cash equivalents $ 4,626 Other current assets 4,460 Computer and other equipment 2,990 Goodwill 488,644 Intangible assets 84,100 Other non-current assets 1,073 Total assets 585,893 Current liabilities (6,418 ) Other long-term liabilities (5,325 ) Net assets acquired $ 574,150 The purchase price was based on the expected financial performance of PlentyOfFish, not on the value of the net identifiable assets at the time of acquisition, which resulted in a significant portion of the purchase price being attributed to goodwill. The expected financial performance of PlentyOfFish reflects that it is complementary and synergistic to the existing Match Group dating businesses. Intangible assets are as follows: (In thousands) Weighted-Average Useful Life (Years) Indefinite-lived trade name $ 66,300 Indefinite Customer relationships 10,100 Less than 1 New registrants 3,100 Less than 1 Non-compete agreement 3,000 5 Developed technology 1,600 2 Total intangible assets acquired $ 84,100 PlentyOfFish's other current assets, property and equipment, other non-current assets, current liabilities and other long-term liabilities were reviewed and adjusted to their fair values at the date of acquisition, as necessary. The fair values of trade names, customer relationships and the non-compete agreement were determined using variations of the income approach; specifically, in respective order, the relief from royalty, excess earnings and with or without methodologies. The fair values of new registrants and developed technology were determined using a cost approach that utilized the cost to replace methodology. The valuations of the intangible assets incorporate significant unobservable inputs and require significant judgment and estimates, including the amount and timing of future cash flows and the determination of royalty and discount rates. The amount attributed to goodwill is not tax deductible. Pro forma Financial Information The unaudited pro forma financial information in the table below presents the combined results of the Company and PlentyOfFish as if the acquisition of PlentyOfFish had occurred on January 1, 2015. The pro forma financial information includes adjustments required under the acquisition method of accounting and is presented for informational purposes only and is not necessarily indicative of the results that would have been achieved had the acquisition actually occurred on January 1, 2015. For the three and nine months ended September 30, 2015 , pro forma adjustments reflected below include decreases to revenue of $0.6 million and $9.0 million , respectively, related to the write-off of deferred revenue at the date of acquisition and increases of $3.7 million and $12.7 million , respectively, in amortization of intangible assets. Three Months Ended Nine Months Ended (In thousands, except per share data) Revenue $ 860,320 $ 2,435,475 Net earnings attributable to IAC shareholders $ 70,803 $ 160,750 Basic earnings per share attributable to IAC shareholders $ 0.85 $ 1.94 Diluted earnings per share attributable to IAC shareholders $ 0.80 $ 1.82 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Goodwill and intangible assets, net are as follows: September 30, December 31, 2016 2015 (In thousands) Goodwill $ 1,942,556 $ 2,245,364 Intangible assets with indefinite lives 337,429 380,137 Intangible assets with definite lives, net 44,867 60,691 Total goodwill and intangible assets, net $ 2,324,852 $ 2,686,192 The following table presents the balance of goodwill by reportable segment, including the changes in the carrying value of goodwill, for the nine months ended September 30, 2016 : Balance at Additions Deductions Impairment Foreign Balance at (In thousands) Match Group $ 1,293,109 $ 603 $ (2,983 ) $ — $ 21,232 $ 1,311,961 HomeAdvisor 150,251 — — — 200 150,451 Video 15,590 9,649 — — — 25,239 Applications 447,242 — — — — 447,242 Publishing 277,192 — (1,968 ) (275,367 ) 143 — Other 61,980 — (55,117 ) — 800 7,663 Total $ 2,245,364 $ 10,252 $ (60,068 ) $ (275,367 ) $ 22,375 $ 1,942,556 The September 30, 2016 goodwill balance reflects accumulated impairment losses of $598.0 million , $529.1 million , $42.1 million and $11.6 million at Publishing, Applications, ShoeBuy (included in the Other segment), and Connected Ventures (included in the Video segment), respectively. The additions primarily relate to the acquisition of VHX (included in the Video segment). The deductions primarily relate to the sale of PriceRunner (included in the Other segment). The Company performs its annual impairment assessment of goodwill and indefinite-lived intangible assets as of October 1. In each reporting period, the Company assesses whether any events have occurred or circumstances have changed that would make it more likely than not that the fair values of its reporting units and indefinite-lived intangible assets are below their respective carrying values. If the Company so concludes, the Company updates its estimate of the fair value of the applicable reporting unit and/or indefinite-lived intangible asset. If the estimated fair value of a reporting unit exceeds its carrying value, goodwill of the reporting unit is not impaired and the second step of the impairment test is not necessary. If the carrying value of a reporting unit exceeds its estimated fair value, then the second step of the goodwill impairment test must be performed. The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with its carrying value to measure the amount of impairment, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. In other words, the estimated fair value of the reporting unit is allocated to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of that goodwill, an impairment is recognized in an amount equal to the excess. Similarly, if the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment is recorded equal to the excess. The Company concluded that it was more likely than not that the carrying value of the Publishing reporting unit and its indefinite-lived intangible assets were in excess of their respective fair values as of June 30, 2016 and, therefore, updated its estimated fair values of these assets as of that date. This conclusion was based upon the impact of the new Google contract, traffic trends and monetization challenges and the anticipated corresponding impact on our estimate of fair value. In performing the first step of the goodwill impairment assessment, the Company determined the fair value of the Publishing reporting unit using both an income approach based on discounted cash flows ("DCF") and a market approach. Determining fair value using a DCF analysis requires the exercise of significant judgment with respect to several items, including judgment about the amount and timing of expected future cash flows and appropriate discount rates. The expected cash flows used in the Publishing DCF analysis were based on the Company's most recent forecast for the second half of 2016 and each of the years in the forecast period, which were updated to include the effects of the new Google contract, traffic trends and monetization challenges and the cost savings from our restructuring efforts. For years beyond the forecast period, the Company's estimated cash flows were based on forecasted growth rates. The discount rate used in the DCF analysis reflects the risks inherent in the expected future cash flows of the Publishing reporting unit. Determining fair value using a market approach considers multiples of financial metrics based on both acquisitions and trading multiples of a selected peer group of companies. From the comparable companies, a representative market multiple was determined which was applied to financial metrics to estimate the fair value of the Publishing reporting unit. To determine a peer group of companies for Publishing, we considered companies relevant in terms of business model, revenue profile, margin and growth characteristics and brand strength. The second step of the impairment calculation is to determine the fair value of the goodwill of the Publishing reporting unit. The estimated fair value of the Publishing reporting unit was allocated to all of its assets and liabilities (which included unrecognized intangible assets) as if the Publishing reporting unit had been acquired in a business combination on June 30, 2016 and the fair value of the reporting unit was the purchase price paid. Publishing's other current assets, property and equipment, other non-current assets, current liabilities and other long-term liabilities were reviewed and adjusted to their fair values at June 30, 2016 as necessary. The fair values of trade names, advertiser relationships, and certain existing content at About.com were determined using variations of the income approach; specifically, in respective order, the relief from royalty, with or without and excess earnings methodologies. The fair values of developed technology and certain existing content at Investopedia were determined using a cost approach that utilized the cost to replace methodology. The valuations of the intangible assets incorporate significant unobservable inputs and require significant judgment and estimates, including the amount and timing of future cash flows and the determination of royalty and discount rates. The fair value of the goodwill of the Publishing reporting unit was determined to be zero and an impairment of the entire goodwill balance of $275.4 million was recognized in the second quarter of 2016. The Company also recorded impairments of $11.6 million of certain trade names and trademarks in the second quarter of 2016. The impairments were due to reduced level of revenue and profits, which, in turn, also led to a reduction in the assumed royalty rates for these assets. The royalty rates used to value the trade names that were impaired ranged from 2% to 6% and the discount rate that was used reflects the risks inherent in the expected future cash flows of the trade names and trademarks. The impairment charge is included in "Amortization of intangibles" in the accompanying consolidated statement of operations. Intangible assets with indefinite lives are trade names and trademarks acquired in various acquisitions. During the second quarter of 2016, the Company changed the classification of certain intangibles from indefinite-lived to definite-lived at Publishing. At September 30, 2016 and December 31, 2015 , intangible assets with definite lives are as follows: September 30, 2016 Gross Accumulated Net Weighted-Average (In thousands) Trade names $ 65,107 $ (47,093 ) $ 18,014 3.2 Content 62,082 (55,374 ) 6,708 4.1 Technology 56,109 (41,974 ) 14,135 3.3 Customer lists 28,470 (26,050 ) 2,420 2.2 Advertiser and supplier relationships and other 7,506 (3,916 ) 3,590 4.0 Total $ 219,274 $ (174,407 ) $ 44,867 3.4 December 31, 2015 Gross Accumulated Net Weighted-Average (In thousands) Content $ 62,082 $ (48,937 ) $ 13,145 4.1 Technology 55,487 (37,012 ) 18,475 3.2 Trade names 32,123 (26,268 ) 5,855 2.5 Customer lists 28,836 (13,078 ) 15,758 2.1 Advertiser and supplier relationships and other 15,709 (8,251 ) 7,458 4.2 Total $ 194,237 $ (133,546 ) $ 60,691 3.3 At September 30, 2016 , amortization of intangible assets with definite lives for each of the next five years is estimated to be as follows: For the twelve months ending September 30, (In thousands) 2017 $ 22,800 2018 12,527 2019 6,310 2020 3,180 2021 50 Total $ 44,867 |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 9 Months Ended |
Sep. 30, 2016 | |
Marketable Securities [Abstract] | |
MARKETABLE SECURITIES | MARKETABLE SECURITIES At September 30, 2016 , current available-for-sale marketable securities are as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (In thousands) Corporate debt securities $ 15,408 $ 2 $ (8 ) $ 15,402 Treasury discount notes 162,423 37 — 162,460 Total debt securities 177,831 39 (8 ) 177,862 Total marketable securities $ 177,831 $ 39 $ (8 ) $ 177,862 At December 31, 2015 , current available-for-sale marketable securities are as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (In thousands) Corporate debt securities $ 27,765 $ — $ (187 ) $ 27,578 Equity security 8,659 2,963 — 11,622 Total marketable securities $ 36,424 $ 2,963 $ (187 ) $ 39,200 The unrealized gains and losses in the tables above are included in "Accumulated other comprehensive loss" in the accompanying consolidated balance sheet. The gross unrealized losses on the marketable debt securities relate primarily to changes in interest rates. The Company does not consider the gross unrealized losses to be other-than-temporary because the Company does not intend to sell the marketable debt securities that generated the gross unrealized losses at September 30, 2016 , and it is not more likely than not that the Company will be required to sell these securities before recovery of their amortized cost bases, which may be maturity. The aggregate fair value of available-for-sale marketable debt securities with unrealized losses is $7.6 million as of September 30, 2016 . There are no investments in current available-for-sale marketable debt securities that have been in a continuous unrealized loss position for longer than twelve months as of September 30, 2016 . The contractual maturities of debt securities classified as current available-for-sale at September 30, 2016 are as follows: Amortized Cost Fair Value (In thousands) Due in one year or less $ 177,831 $ 177,862 Total $ 177,831 $ 177,862 The following table presents the proceeds from maturities and sales of current and non-current available-for-sale marketable securities and the related gross realized gains: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Proceeds from maturities and sales of available-for-sale marketable securities $ 52,110 $ 178,315 $ 106,326 $ 192,928 Gross realized gains 412 17 3,537 22 There were no gross realized losses from the maturities and sales of available-for-sale marketable securities for the three and nine months ended September 30, 2016 and 2015 . Gross realized gains from the maturities and sales of available-for-sale marketable securities and losses that were deemed to be other-than-temporary are included in "Other income, net" in the accompanying consolidated statement of operations. The specific-identification method is used to determine the cost of securities sold and the amount of unrealized gains and losses reclassified out of accumulated other comprehensive income (loss) into earnings. |
FAIR VALUE MEASUREMENTS AND FIN
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS | FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS The Company categorizes its financial instruments measured at fair value into a fair value hierarchy that prioritizes the inputs used in pricing the asset or liability. The three levels of the fair value hierarchy are: • Level 1: Observable inputs obtained from independent sources, such as quoted prices for identical assets and liabilities in active markets. • Level 2: Other inputs, which are observable directly or indirectly, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and inputs that are derived principally from or corroborated by observable market data. The fair values of the Company's Level 2 financial assets are primarily obtained from observable market prices for identical underlying securities that may not be actively traded. Certain of these securities may have different market prices from multiple market data sources, in which case an average market price is used. • Level 3: Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available in the circumstances, about the assumptions market participants would use in pricing the assets or liabilities. See below for a discussion of fair value measurements made using Level 3 inputs. The following tables present the Company's financial instruments that are measured at fair value on a recurring basis: September 30, 2016 Quoted Market Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Measurements (In thousands) Assets: Cash equivalents: Money market funds $ 582,508 $ — $ — $ 582,508 Time deposits — 75,000 — 75,000 Treasury discount notes 12,497 — — 12,497 Commercial paper — 86,953 — 86,953 Marketable securities: Corporate debt securities — 15,402 — 15,402 Treasury discount notes 162,460 — — 162,460 Total $ 757,465 $ 177,355 $ — $ 934,820 Liabilities: Contingent consideration arrangements $ — $ — $ (43,352 ) $ (43,352 ) December 31, 2015 Quoted Market Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Measurements (In thousands) Assets: Cash equivalents: Money market funds $ 601,848 $ — $ — $ 601,848 Time deposits — 125,038 — 125,038 Commercial paper — 302,418 — 302,418 Marketable securities: Corporate debt securities — 27,578 — 27,578 Equity security 11,622 — — 11,622 Long-term investments: Auction rate security — — 4,050 4,050 Marketable equity security 7,542 — — 7,542 Total $ 621,012 $ 455,034 $ 4,050 $ 1,080,096 Liabilities: Contingent consideration arrangements $ — $ — $ (33,873 ) $ (33,873 ) The following tables present the changes in the Company's financial instruments that are measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Three Months Ended September 30, 2016 2015 Contingent Consideration Arrangements Auction Rate Security Contingent Consideration Arrangements (In thousands) Balance at July 1 $ (45,526 ) $ 6,630 $ (31,858 ) Total net gains (losses): Included in earnings: Fair value adjustments 2,477 — 960 Included in other comprehensive loss (333 ) (1,620 ) (579 ) Settlements 30 — 7 Balance at September 30 $ (43,352 ) $ 5,010 $ (31,470 ) Nine Months Ended September 30, 2016 2015 Auction Rate Security Contingent Consideration Arrangements Auction Rate Security Contingent Consideration Arrangements (In thousands) Balance at January 1 $ 4,050 $ (33,873 ) $ 6,070 $ (30,140 ) Total net gains (losses): Included in earnings: Fair value adjustments — (7,993 ) — 17,906 Foreign currency exchange gains — — — 626 Included in other comprehensive income (loss) 5,950 (5,614 ) (1,060 ) 1,538 Fair value at date of acquisition — 1,948 — (27,112 ) Settlements — 2,180 — 5,712 Proceeds from sale (10,000 ) — — — Balance at September 30 $ — $ (43,352 ) $ 5,010 $ (31,470 ) Contingent Consideration Arrangements As of September 30, 2016 , there are seven contingent consideration arrangements related to business acquisitions. The maximum contingent payments related to these seven arrangements are $142.6 million and the fair value of these arrangements at September 30, 2016 is $43.4 million . The contingent consideration arrangements are generally based upon earnings performance and/or operating metrics such as monthly active users. The Company determines the fair value of the contingent consideration arrangements by using probability-weighted analyses to determine the amounts of the gross liability, and, if the arrangement is long-term in nature, applying a discount rate that appropriately captures the risks associated with the obligation to determine the net amount reflected in the consolidated financial statements. The number of scenarios in the probability-weighted analyses can vary; generally, more scenarios are prepared for longer duration and more complex arrangements. The fair values of the contingent consideration arrangements at September 30, 2016 and December 31, 2015 reflect discount rates ranging from 12% to 25% . The fair values of the contingent consideration arrangements are sensitive to changes in the forecasts of earnings and/or the relevant operating metrics and changes in discount rates. The Company remeasures the fair value of the contingent consideration arrangements each reporting period, including the accretion of the discount, if applicable, and changes are recognized in “General and administrative expense” in the accompanying consolidated statement of operations. The contingent consideration arrangement liability at September 30, 2016 and December 31, 2015 includes a current portion of $43.2 million and $2.6 million , respectively, and a non-current portion of $0.2 million and $31.2 million , respectively, which are included in “Accrued expenses and other current liabilities” and “Other long-term liabilities,” respectively, in the accompanying consolidated balance sheet. Marketable equity security The cost basis of the Company's long-term marketable equity security at December 31, 2015 was $5.0 million , with a gross unrealized gain of $2.6 million . The gross unrealized gain at December 31, 2015 was included in "Accumulated other comprehensive loss" in the accompanying consolidated balance sheet. During the second quarter of 2016 this marketable equity security was classified as short-term due to the Company's decision to sell this security. During the third quarter of 2016, the security has been sold. Assets measured at fair value on a nonrecurring basis The Company's non-financial assets, such as goodwill, intangible assets and property and equipment, as well as equity and cost method investments, are adjusted to fair value only when an impairment charge is recognized. Such fair value measurements are based predominantly on Level 3 inputs. See Note 4 for additional information on the Publishing goodwill and indefinite-lived intangible asset impairment charges. Cost method investments At September 30, 2016 and December 31, 2015 , the carrying values of the Company's investments accounted for under the cost method totaled $116.3 million and $114.5 million , respectively, and are included in "Long-term investments" in the accompanying consolidated balance sheet. The Company evaluates each cost method investment for impairment on a quarterly basis and recognizes an impairment loss if a decline in value is determined to be other-than-temporary. If the Company has not identified events or changes in circumstances that may have a significant adverse effect on the fair value of a cost method investment, then the fair value of such cost method investment is not estimated, as it is impracticable to do so. Financial instruments measured at fair value only for disclosure purposes The following table presents the carrying value and the fair value of financial instruments measured at fair value only for disclosure purposes: September 30, 2016 December 31, 2015 Carrying Fair Carrying Fair (In thousands) Current portion of long-term debt $ — $ — $ (40,000 ) $ (39,850 ) Long-term debt, net of current portion (1,641,285 ) (1,741,800 ) (1,726,954 ) (1,761,601 ) The fair value of long-term debt, including the current portion, is estimated using market prices or indices for similar liabilities and takes into consideration other factors such as credit quality and maturity, which are Level 3 inputs. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt consists of: September 30, 2016 December 31, 2015 (In thousands) Match Group Debt: 6.375% Senior Notes due June 1, 2024 (the "2016 Match Group Senior Notes"); interest payable each June 1 and December 1, which commences December 1, 2016 $ 400,000 $ — 6.75% Senior Notes due December 15, 2022 (the "2015 Match Group Senior Notes"); interest payable each June 15 and December 15, which commenced June 15, 2016 445,172 445,172 Match Group Term Loan due November 16, 2022 (a) 390,000 800,000 Total Match Group long-term debt 1,235,172 1,245,172 Less: Current maturities of Match Group long-term debt — 40,000 Less: Unamortized original issue discount and original issue premium, net 5,100 11,691 Less: Unamortized debt issuance costs 14,526 16,610 Total Match Group debt, net of current maturities 1,215,546 1,176,871 IAC Debt: 4.875% Senior Notes due November 30, 2018 (the "2013 Senior Notes"); interest payable each May 30 and November 30, which commenced May 30, 2014 390,214 500,000 4.75% Senior Notes due December 15, 2022 (the "2012 Senior Notes"); interest payable each June 15 and December 15, which commenced June 15, 2013 38,247 54,732 Total IAC long-term debt 428,461 554,732 Less: Unamortized debt issuance costs 2,722 4,649 Total IAC debt, net of current portion 425,739 550,083 Total long-term debt, net of current portion $ 1,641,285 $ 1,726,954 ________________________ (a) T he Match Group Term Loan matures on November 16, 2022; provided that, if any of the 2015 Match Group Senior Notes remain outstanding on the date that is 91 days prior to the maturity date of the 2015 Match Group Senior Notes, the Match Group Term Loan maturity date shall be the date that is 91 days prior to the maturity date of the 2015 Match Group Senior Notes. Match Group Senior Notes : The 2016 Match Group Senior Notes were issued on June 1, 2016. The proceeds of $400 million were used to repay a portion of indebtedness outstanding under the Match Group Term Loan. At any time prior to June 1, 2019, these notes may be redeemed at a redemption price equal to the sum of the principal amount thereof, plus accrued and unpaid interest and a make-whole premium. Thereafter, these notes may be redeemed at the redemption prices set forth below, together with accrued and unpaid interest thereon to the applicable redemption date, if redeemed during the twelve-month period beginning on June 1 of the years indicated below: Year Percentage 2019 104.781 % 2020 103.188 % 2021 101.594 % 2022 and thereafter 100.000 % The 2015 Match Group Senior Notes were issued on November 16, 2015, in exchange for a portion of the IAC 2012 Senior Notes (the "Match Exchange Offer"). Promptly following the closing of the Match Exchange Offer, Match Group and its subsidiaries were designated as unrestricted subsidiaries of IAC for purposes of the indentures governing the 2013 and 2012 Senior Notes and the IAC Credit Facility. Following the designation, neither Match Group nor any of its subsidiaries guaranteed any debt of IAC, or are subject to any of the covenants related to such debt. The indentures governing the 2016 and 2015 Match Group Senior Notes contain covenants that would limit Match Group's ability to pay dividends or to make distributions and repurchase or redeem Match Group stock in the event a default has occurred or Match Group's leverage ratio (as defined in the indentures) exceeds 5.0 to 1.0. At September 30, 2016 , there were no limitations pursuant thereto. There are additional covenants that limit Match Group's ability and the ability of its subsidiaries to, among other things, (i) incur indebtedness, make investments, or sell assets in the event Match Group is not in compliance with the financial ratio set forth in the indenture, and (ii) incur liens, enter into agreements restricting Match Group subsidiaries' ability to pay dividends, enter into transactions with affiliates and consolidate, merge or sell substantially all of their assets. Match Group Term Loan and Match Group Credit Facility : On November 16, 2015, under a credit agreement (the "Match Group Credit Agreement"), Match Group borrowed $800 million in the form of a term loan (the "Match Group Term Loan"). On March 31, 2016, Match Group made a $10 million principal payment on the Match Group Term Loan. In addition, on June 1, 2016, the $400 million in proceeds from the 2016 Match Group Senior Notes were used to repay a portion of the Match Group Term Loan. The remaining principal balance at September 30, 2016 of $390 million is due at maturity. The Match Group Term Loan provides for additional annual principal payments as part of an excess cash flow sweep provision, the amount of which, if any, is governed by the secured net leverage ratio contained in the Match Group Credit Agreement. The Match Group Term Loan bears interest, at Match Group's option, at a base rate or LIBOR, plus 3.50% or 4.50% , respectively, and in the case of LIBOR, a floor of 1.00% . Interest payments are due at least semi-annually through the term of the loan. Match Group has a $500 million revolving credit facility (the "Match Group Credit Facility") that expires on October 7, 2020. At September 30, 2016 and December 31, 2015 , there were no outstanding borrowings under the Match Group Credit Facility. The annual commitment fee on undrawn funds based on the current leverage ratio is 30 basis points . Borrowings under the Match Group Credit Facility bear interest, at Match Group's option, at a base rate or LIBOR, in each case plus an applicable margin, which is determined by reference to a pricing grid based on Match Group's consolidated net leverage ratio. The terms of the Match Group Credit Facility require Match Group to maintain a consolidated net leverage ratio of not more than 5.0 to 1.0 and a minimum interest coverage ratio of not less than 2.5 to 1.0 (in each case as defined in the agreement). There are additional covenants under the Match Group Credit Facility and the Match Group Term Loan that limit the ability of Match Group and its subsidiaries to, among other things, incur indebtedness, pay dividends or make distributions. While the Match Group Term Loan remains outstanding, these same covenants under the Match Group Credit Agreement are more restrictive than the covenants that are applicable to the Match Group Credit Facility. Obligations under the Match Group Credit Facility and Match Group Term Loan are unconditionally guaranteed by certain Match Group wholly-owned domestic subsidiaries, and are also secured by the stock of certain Match Group domestic and foreign subsidiaries. The Match Group Term Loan and outstanding borrowings, if any, under the Match Group Credit Facility rank equally with each other, and have priority over the 2016 and 2015 Match Group Senior Notes to the extent of the value of the assets securing the borrowings under the Match Group Credit Agreement. IAC Senior Notes : The 2013 and 2012 Senior Notes were issued by IAC on November 15, 2013 and December 21, 2012, respectively. The 2013 and 2012 Senior Notes are unconditionally guaranteed by certain wholly-owned domestic subsidiaries, which are designated as guarantor subsidiaries. The guarantor subsidiaries are the same for the 2013 and 2012 Senior Notes. See Note 14 for guarantor and non-guarantor financial information. During the first nine months of 2016, the Company redeemed and repurchased $109.8 million of its 2013 Senior Notes and repurchased $16.5 million of its 2012 Senior Notes. The indenture governing the 2013 Senior Notes contains covenants that would limit our ability to pay dividends or to make distributions and repurchase or redeem our stock in the event a default has occurred or our leverage ratio (as defined in the indenture) exceeds 3.0 to 1.0. At September 30, 2016 , there were no limitations pursuant thereto. There are additional covenants that limit the Company's ability and the ability of its restricted subsidiaries to, among other things, (i) incur indebtedness, make investments, or sell assets in the event we are not in compliance with the financial ratio set forth in the indenture, and (ii) incur liens, enter into agreements limiting our restricted subsidiaries' ability to pay dividends, enter into transactions with affiliates and consolidate, merge or sell substantially all of our assets. The indenture governing the 2012 Senior Notes was amended to eliminate substantially all of the restrictive covenants contained therein in connection with the Match Exchange Offer. IAC Credit Facility : IAC has a $300 million revolving credit facility (the "IAC Credit Facility") that expires October 7, 2020. At September 30, 2016 and December 31, 2015 , there were no outstanding borrowings under the IAC Credit Facility. The annual commitment fee on undrawn funds is currently 35 basis points , and is based on the leverage ratio most recently reported. Borrowings under the IAC Credit Facility bear interest, at the Company's option, at a base rate or LIBOR, in each case, plus an applicable margin, which is determined by reference to a pricing grid based on the Company's leverage ratio. The terms of the IAC Credit Facility require that the Company maintains a leverage ratio (as defined in the agreement) of not more than 3.25 to 1.0 and restrict our ability to incur additional indebtedness. Borrowings under the IAC Credit Facility are unconditionally guaranteed by the same domestic subsidiaries that guarantee the 2013 and 2012 Senior Notes and are also secured by the stock of certain of our domestic and foreign subsidiaries. The 2013 and 2012 Senior Notes rank equally with each other, and are subordinate to outstanding borrowings under the IAC Credit Facility to extent of the value of the assets securing such borrowings. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following tables present the components of accumulated other comprehensive (loss) income and items reclassified out of accumulated other comprehensive loss into earnings: Three Months Ended September 30, 2016 Foreign Currency Translation Adjustment Unrealized Gains On Available-For-Sale Securities Accumulated Other Comprehensive Loss (In thousands) Balance as of July 1 $ (121,612 ) $ 4,205 $ (117,407 ) Other comprehensive (loss) income before reclassifications, net of tax provision of $0.1 million related to unrealized losses on available-for-sale securities (5,132 ) 114 (5,018 ) Amounts reclassified to earnings — (259 ) (a) (259 ) Net current period other comprehensive loss (5,132 ) (145 ) (5,277 ) Balance as of September 30 $ (126,744 ) $ 4,060 $ (122,684 ) ________________________ (a) Amount is net of a tax provision of $0.2 million . Three Months Ended September 30, 2015 Foreign Currency Translation Adjustment Unrealized Gains On Available-For-Sale Securities Accumulated Other Comprehensive Loss (In thousands) Balance as of July 1 $ (133,895 ) $ 3,600 $ (130,295 ) Other comprehensive loss, net of tax benefit of $0.1 million related to unrealized losses on available-for-sale securities (8,420 ) (3,501 ) (11,921 ) Amounts reclassified to earnings (2,191 ) (81 ) (b) (2,272 ) Net current period other comprehensive loss (10,611 ) (3,582 ) (14,193 ) Balance as of September 30 $ (144,506 ) $ 18 $ (144,488 ) ________________________ (b) Amount is net of a tax provision of $0.1 million . Nine Months Ended September 30, 2016 Foreign Currency Translation Adjustment Unrealized Gains On Available-For-Sale Securities Accumulated Other Comprehensive (Loss) Income (In thousands) Balance as of January 1 $ (154,645 ) $ 2,542 $ (152,103 ) Other comprehensive (loss) income before reclassifications, net of tax benefit of $0.7 million related to unrealized losses on available-for-sale securities (3,538 ) 4,868 1,330 Amounts reclassified to earnings 9,850 (2,892 ) (c) 6,958 Net current period other comprehensive income 6,312 1,976 8,288 Reallocation of accumulated other comprehensive loss (income) related to the noncontrolling interests created in the Match Group initial public offering 21,589 (458 ) 21,131 Balance as of September 30 $ (126,744 ) $ 4,060 $ (122,684 ) ________________________ (c) Amount is net of a tax provision of $0.2 million . Nine Months Ended September 30, 2015 Foreign Currency Translation Adjustment Unrealized (Losses) Gains On Available-For-Sale Securities Accumulated Other Comprehensive Loss (In thousands) Balance as of January 1 $ (86,848 ) $ (852 ) $ (87,700 ) Other comprehensive (loss) income, net of tax benefit of $0.3 million related to unrealized losses on available-for-sale securities (55,467 ) 788 (54,679 ) Amounts reclassified to earnings (2,191 ) 82 (d) (2,109 ) Net current period other comprehensive (loss) income (57,658 ) 870 (56,788 ) Balance as of September 30 $ (144,506 ) $ 18 $ (144,488 ) ________________________ (d) Amount is net of a tax benefit of $0.1 million . |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE The following tables set forth the computation of basic and diluted earnings (loss) per share attributable to IAC shareholders. Three Months Ended September 30, 2016 2015 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: Earnings from continuing operations $ 52,340 $ 52,340 $ 65,026 $ 65,026 Net (earnings) loss attributable to noncontrolling interests (9,178 ) (9,178 ) 568 568 Impact from Match Group's dilutive securities (a)(b) — (3,473 ) — — Earnings from continuing operations attributable to IAC shareholders 43,162 39,689 65,594 65,594 Earnings from discontinued operations attributable to IAC shareholders — — 17 17 Net earnings attributable to IAC shareholders $ 43,162 $ 39,689 $ 65,611 $ 65,611 Denominator: Weighted average basic shares outstanding 79,532 79,532 82,910 82,910 Dilutive securities including subsidiary denominated equity, stock options and RSUs (c)(d) — 2,087 — 5,990 Denominator for earnings per share—weighted average shares (c)(d) 79,532 81,619 82,910 88,900 Earnings per share attributable to IAC shareholders: Earnings per share from continuing operations $ 0.54 $ 0.49 $ 0.79 $ 0.74 Discontinued operations — — — — Earnings per share $ 0.54 $ 0.49 $ 0.79 $ 0.74 Nine Months Ended September 30, 2016 2015 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: (Loss) earnings from continuing operations $ (130,268 ) $ (130,268 ) $ 144,774 $ 144,774 Net (earnings) loss attributable to noncontrolling interests (13,063 ) (13,063 ) 6,558 6,558 Impact from Match Group's dilutive securities (a)(b) — — — — (Loss) earnings from continuing operations attributable to IAC shareholders (143,331 ) (143,331 ) 151,332 151,332 Loss from discontinued operations attributable to IAC shareholders — — (11 ) (11 ) Net (loss) earnings attributable to IAC shareholders $ (143,331 ) $ (143,331 ) $ 151,321 $ 151,321 Denominator: Weighted average basic shares outstanding 80,357 80,357 82,924 82,924 Dilutive securities including subsidiary denominated equity, stock options and RSUs (c)(d)(e) — — — 5,323 Denominator for earnings per share—weighted average shares (c)(d)(e) 80,357 80,357 82,924 88,247 (Loss) earnings per share attributable to IAC shareholders: (Loss) earnings per share from continuing operations $ (1.78 ) $ (1.78 ) $ 1.82 $ 1.71 Discontinued operations — — — — (Loss) earnings per share $ (1.78 ) $ (1.78 ) $ 1.82 $ 1.71 ________________________ (a) Represents the impact on earnings related to Match Group's dilutive securities under the if-converted method. (b) The impact on earnings of Match Group's dilutive securities is not applicable for the three and nine months ended September 30, 2015 as it was a wholly-owned subsidiary of the Company until its IPO on November 24, 2015. For the nine months ended September 30, 2016 , the impact on earnings related to Match Group's dilutive securities under the if-converted method are excluded as the impact is anti-dilutive. (c) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of subsidiary denominated equity, stock options and vesting of restricted stock units ("RSUs"). For the three months ended September 30, 2016 and for the three and nine months ended September 30, 2015 , 3.3 million , 1.0 million and 1.3 million potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. (d) For the nine months ended September 30, 2016 , the Company had a loss from continuing operations and as a result, approximately 9.8 million potentially dilutive securities were excluded from computing dilutive earnings per share because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding were used to compute all earnings per share amounts. (e) Market-based awards and performance-based stock units (“PSUs”) are considered contingently issuable shares. Market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based award and PSUs are dilutive for the respective reporting periods. For the three months ended September 30, 2016, 0.3 million market-based awards and PSUs were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met. For the three and nine months ended September 30, 2015, 0.5 million market-based awards and PSUs were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The overall concept that IAC employs in determining its operating segments is to present the financial information in a manner consistent with: how the chief operating decision maker views the businesses; how the businesses are organized as to segment management; and the focus of the businesses with regards to the types of services or products offered or the target market. Operating segments are combined for reporting purposes if they meet certain aggregation criteria, which principally relate to the similarity of their economic characteristics or, in the case of the Other reportable segment, do not meet the quantitative thresholds that require presentation as separate operating segments. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Revenue: Match Group $ 316,447 $ 268,971 $ 902,849 $ 752,857 HomeAdvisor 133,560 99,435 375,222 269,429 Video 59,955 60,125 162,361 147,317 Applications 142,782 193,278 445,735 581,546 Publishing 74,902 178,701 326,195 512,173 Other 36,598 38,173 116,714 119,344 Inter-segment eliminations (142 ) (122 ) (356 ) (461 ) Total $ 764,102 $ 838,561 $ 2,328,720 $ 2,382,205 Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Operating Income (Loss): Match Group $ 91,754 $ 58,356 $ 194,610 $ 125,918 HomeAdvisor 12,805 6,095 26,629 3,687 Video (2,663 ) (5,655 ) (25,187 ) (36,581 ) Applications 29,240 46,539 75,839 138,076 Publishing (14,562 ) 14,149 (324,720 ) 43,685 Other (1,511 ) 195 (3,299 ) (745 ) Corporate (29,479 ) (32,549 ) (89,317 ) (89,022 ) Total $ 85,584 $ 87,130 $ (145,445 ) $ 185,018 Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Adjusted EBITDA: (a) Match Group $ 110,708 $ 82,657 $ 275,414 $ 179,355 HomeAdvisor 15,965 8,904 35,947 12,768 Video (894 ) (5,141 ) (21,770 ) (36,982 ) Applications 34,575 47,901 94,715 142,545 Publishing (6,208 ) 21,075 (6,639 ) 65,065 Other (824 ) 1,596 (709 ) 3,196 Corporate (14,336 ) (15,850 ) (40,050 ) (40,969 ) Total $ 138,986 $ 141,142 $ 336,908 $ 324,978 September 30, 2016 December 31, 2015 (In thousands) Segment Assets: (b) Match Group $ 482,899 $ 329,269 HomeAdvisor 53,930 32,112 Video 126,034 90,671 Applications 97,899 108,997 Publishing 464,233 390,951 Other 28,076 64,550 Corporate 1,093,237 1,485,949 Total $ 2,346,308 $ 2,502,499 ________________________ (a) The Company's primary financial measure is Adjusted EBITDA, which is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets, if applicable, and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements. The Company believes this measure is useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. Moreover, our management uses this measure internally to evaluate the performance of our business as a whole and our individual business segments. The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, and we believe that by excluding these items, Adjusted EBITDA corresponds more closely to the cash operating income generated from our business, from which capital investments are made and debt is serviced. Adjusted EBITDA has certain limitations in that it does not take into account the impact to IAC's statement of operations of certain expenses. (b) Consistent with the Company's primary metric (described in (a) above), the Company excludes, if applicable, goodwill and intangible assets from the measure of segment assets presented above. Revenue by geography is based on where the customer is located. Geographic information about revenue and long-lived assets is presented below: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Revenue: United States $ 567,132 $ 619,297 $ 1,721,348 $ 1,755,534 All other countries 196,970 219,264 607,372 626,671 Total $ 764,102 $ 838,561 $ 2,328,720 $ 2,382,205 September 30, December 31, (In thousands) Long-lived assets (excluding goodwill and intangible assets): United States $ 292,586 $ 279,913 All other countries 24,691 22,904 Total $ 317,277 $ 302,817 The following tables reconcile operating income (loss) for the Company's reportable segments and net earnings (loss) attributable to IAC shareholders to Adjusted EBITDA: Three Months Ended September 30, 2016 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Adjusted EBITDA (In thousands) Match Group $ 91,754 $ 11,145 $ 8,032 $ 4,906 $ (5,129 ) $ 110,708 HomeAdvisor 12,805 408 2,026 726 — 15,965 Video (2,663 ) 640 438 691 — (894 ) Applications 29,240 — 1,073 1,519 2,743 34,575 Publishing (14,562 ) — 2,029 6,325 — (6,208 ) Other (1,511 ) — 678 100 (91 ) (824 ) Corporate (29,479 ) 11,468 3,675 — — (14,336 ) Total 85,584 $ 23,661 $ 17,951 $ 14,267 $ (2,477 ) $ 138,986 Interest expense (27,118 ) Other income, net 11,700 Earnings from continuing operations before income taxes 70,166 Income tax provision (17,826 ) Earnings from continuing operations 52,340 Earnings from discontinued operations, net of tax — Net earnings 52,340 Net earnings attributable to noncontrolling interests (9,178 ) Net earnings attributable to IAC shareholders $ 43,162 Three Months Ended September 30, 2015 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Adjusted EBITDA (In thousands) Match Group $ 58,356 $ 13,057 $ 6,137 $ 4,352 $ 755 $ 82,657 HomeAdvisor 6,095 410 1,627 772 — 8,904 Video (5,655 ) 50 289 377 (202 ) (5,141 ) Applications 46,539 — 1,302 1,573 (1,513 ) 47,901 Publishing 14,149 — 2,363 4,563 — 21,075 Other 195 — 700 701 — 1,596 Corporate (32,549 ) 13,492 3,207 — — (15,850 ) Total 87,130 $ 27,009 $ 15,625 $ 12,338 $ (960 ) $ 141,142 Interest expense (15,992 ) Other income, net 34,398 Earnings from continuing operations before income taxes 105,536 Income tax provision (40,510 ) Earnings from continuing operations 65,026 Earnings from discontinued operations, net of tax 17 Net earnings 65,043 Net loss attributable to noncontrolling interests 568 Net earnings attributable to IAC shareholders $ 65,611 Nine Months Ended September 30, 2016 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Goodwill Impairment Adjusted EBITDA (In thousands) Match Group $ 194,610 $ 41,341 $ 22,609 $ 19,577 $ (2,723 ) $ — $ 275,414 HomeAdvisor 26,629 1,223 5,824 2,271 — — 35,947 Video (25,187 ) 640 1,313 1,656 (192 ) — (21,770 ) Applications 75,839 — 3,304 4,573 10,999 — 94,715 Publishing (324,720 ) — 6,366 36,348 — 275,367 (6,639 ) Other (3,299 ) — 2,044 637 (91 ) — (709 ) Corporate (89,317 ) 39,406 9,861 — — — (40,050 ) Total (145,445 ) $ 82,610 $ 51,321 $ 65,062 $ 7,993 $ 275,367 $ 336,908 Interest expense (82,622 ) Other income, net 20,405 Loss from continuing operations before income taxes (207,662 ) Income tax benefit 77,394 Loss from continuing operations (130,268 ) Earnings from discontinued operations, net of tax — Net loss (130,268 ) Net earnings attributable to noncontrolling interests (13,063 ) Net loss attributable to IAC shareholders $ (143,331 ) Nine Months Ended September 30, 2015 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Adjusted EBITDA (In thousands) Match Group $ 125,918 $ 30,982 $ 19,804 $ 14,130 $ (11,479 ) $ 179,355 HomeAdvisor 3,687 1,250 4,767 3,064 — 12,768 Video (36,581 ) 344 713 1,179 (2,637 ) (36,982 ) Applications 138,076 — 3,532 4,727 (3,790 ) 142,545 Publishing 43,685 — 7,293 14,087 — 65,065 Other (745 ) — 1,824 2,117 — 3,196 Corporate (89,022 ) 39,293 8,760 — — (40,969 ) Total 185,018 $ 71,869 $ 46,693 $ 39,304 $ (17,906 ) $ 324,978 Interest expense (45,270 ) Other income, net 39,748 Earnings from continuing operations before income taxes 179,496 Income tax provision (34,722 ) Earnings from continuing operations 144,774 Loss from discontinued operations, net of tax (11 ) Net earnings 144,763 Net loss attributable to noncontrolling interests 6,558 Net earnings attributable to IAC shareholders $ 151,321 The following tables reconcile segment assets to total assets: September 30, 2016 Segment Assets Goodwill Indefinite-Lived Definite-Lived Total Assets (In thousands) Match Group $ 482,899 $ 1,311,961 $ 248,244 $ 13,280 $ 2,056,384 HomeAdvisor 53,930 150,451 600 3,472 208,453 Video 126,034 25,239 1,800 6,687 159,760 Applications 97,899 447,242 60,600 3,392 609,133 Publishing 464,233 — 15,005 18,036 497,274 Other 28,076 7,663 11,180 — 46,919 Corporate (a) 1,093,237 — — — 1,093,237 Total $ 2,346,308 $ 1,942,556 $ 337,429 $ 44,867 $ 4,671,160 December 31, 2015 Segment Assets Goodwill Indefinite-Lived Definite-Lived Total Assets (In thousands) Match Group $ 329,269 $ 1,293,109 $ 243,697 $ 32,711 $ 1,898,786 HomeAdvisor 32,112 150,251 600 5,727 188,690 Video 90,671 15,590 1,800 3,343 111,404 Applications 108,997 447,242 60,600 7,964 624,803 Publishing 390,951 277,192 59,805 7,849 735,797 Other 64,550 61,980 13,635 3,097 143,262 Corporate (a) 1,485,949 — — — 1,485,949 Total $ 2,502,499 $ 2,245,364 $ 380,137 $ 60,691 $ 5,188,691 ________________________ (a) Corporate assets consist primarily of cash and cash equivalents, marketable securities and IAC's headquarters building. |
CONSOLIDATED FINANCIAL STATEMEN
CONSOLIDATED FINANCIAL STATEMENT DETAILS | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATED FINANCIAL STATEMENT DETAILS | CONSOLIDATED FINANCIAL STATEMENT DETAILS Other income, net consists of: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Foreign currency exchange gains $ 10,898 $ 314 $ 24,037 $ 4,851 Gains on sale of businesses and investments, net 279 379 13,416 (a) 523 Interest income 1,051 990 3,813 3,463 Gain on real estate transaction — 33,586 — 33,586 Loss on partial extinguishment of Match Group Term Loan — — (11,056 ) — Impairment on long-term investments (2,192 ) (804 ) (4,894 ) (1,304 ) Loss on redemption and repurchase of IAC Senior Notes (69 ) — (3,182 ) — Other 1,733 (67 ) (1,729 ) (1,371 ) Total $ 11,700 $ 34,398 $ 20,405 $ 39,748 ________________________ (a) Includes a gain of $12.0 million related to PriceRunner, which was sold on March 18, 2016, and a loss of $3.8 million related to ASKfm, which was sold on June 30, 2016. PriceRunner's full year 2015 revenue, operating income and Adjusted EBITDA were $32.3 million , $9.7 million and $13.0 million , respectively. Included in PriceRunner's operating income were $0.4 million of depreciation and $2.9 million of amortization of intangibles. ASKfm's full year 2015 revenue, operating loss and Adjusted EBITDA loss were $10.9 million , $9.1 million and $6.1 million , respectively. Included in ASKfm's operating loss were $2.0 million of amortization of intangibles and $1.1 million of depreciation. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 9 Months Ended |
Sep. 30, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION Supplemental Disclosure of Non-Cash Transactions: The Company recorded acquisition-related contingent consideration liabilities of $27.1 million during the nine months ended September 30, 2015 . See Note 6 for additional information on contingent consideration arrangements. |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Sep. 30, 2016 | |
Loss Contingency [Abstract] | |
CONTINGENCIES | CONTINGENCIES In the ordinary course of business, the Company is a party to various lawsuits. The Company establishes reserves for specific legal matters when it determines that the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. Management has also identified certain other legal matters where we believe an unfavorable outcome is not probable and, therefore, no reserve is established. Although management currently believes that resolving claims against us, including claims where an unfavorable outcome is reasonably possible, will not have a material impact on the liquidity, results of operations, or financial condition of the Company, these matters are subject to inherent uncertainties and management's view of these matters may change in the future. The Company also evaluates other contingent matters, including income and non-income tax contingencies, to assess the likelihood of an unfavorable outcome and estimated extent of potential loss. It is possible that an unfavorable outcome of one or more of these lawsuits or other contingencies could have a material impact on the liquidity, results of operations, or financial condition of the Company. See Note 2 for additional information related to income tax contingencies. |
GUARANTOR AND NON-GUARANTOR FIN
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 9 Months Ended |
Sep. 30, 2016 | |
Guarantor and Nonguarantor Financial Statements [Abstract] | |
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION The 2013 and 2012 Senior Notes are unconditionally guaranteed, jointly and severally, by certain domestic subsidiaries, which are 100% owned by the Company. The following tables present condensed consolidating financial information at September 30, 2016 and December 31, 2015 and for the three and nine months ended September 30, 2016 and 2015 for: IAC, on a stand-alone basis; the combined guarantor subsidiaries of IAC; the combined non-guarantor subsidiaries of IAC; and IAC on a consolidated basis. Balance sheet at September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Cash and cash equivalents $ 521,042 $ — $ 668,742 $ — $ 1,189,784 Marketable securities 177,862 — — — 177,862 Accounts receivable, net — 89,703 109,625 — 199,328 Other current assets 82,397 44,116 106,043 — 232,556 Intercompany receivables — 683,232 1,048,330 (1,731,562 ) — Property and equipment, net 4,733 191,689 120,855 — 317,277 Goodwill — 529,403 1,413,153 — 1,942,556 Intangible assets, net — 100,634 281,662 — 382,296 Investment in subsidiaries 3,547,903 574,711 — (4,122,614 ) — Other non-current assets 51,325 103,727 185,497 (111,048 ) 229,501 Total assets $ 4,385,262 $ 2,317,215 $ 3,933,907 $ (5,965,224 ) $ 4,671,160 Accounts payable, trade $ 2,737 $ 38,397 $ 31,134 $ — $ 72,268 Other current liabilities 34,583 114,630 481,108 — 630,321 Long-term debt, net of current portion 425,739 — 1,215,546 — 1,641,285 Income taxes payable 109 3,381 32,310 — 35,800 Intercompany liabilities 1,731,562 — — (1,731,562 ) — Other long-term liabilities 326,666 19,138 55,371 (111,048 ) 290,127 Redeemable noncontrolling interests — — 31,160 — 31,160 IAC shareholders' equity 1,863,866 2,141,669 1,980,945 (4,122,614 ) 1,863,866 Noncontrolling interests — — 106,333 — 106,333 Total liabilities and shareholders' equity $ 4,385,262 $ 2,317,215 $ 3,933,907 $ (5,965,224 ) $ 4,671,160 Balance sheet at December 31, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Cash and cash equivalents $ 1,073,053 $ — $ 408,394 $ — $ 1,481,447 Marketable securities 27,578 — 11,622 — 39,200 Accounts receivable, net 33 115,280 134,764 — 250,077 Other current assets 30,813 46,128 97,345 — 174,286 Intercompany receivables — 637,324 963,146 (1,600,470 ) — Property and equipment, net 4,432 198,890 99,495 — 302,817 Goodwill — 776,569 1,468,795 — 2,245,364 Intangible assets, net — 135,817 305,011 — 440,828 Investment in subsidiaries 3,128,765 466,601 — (3,595,366 ) — Other non-current assets 84,368 11,258 174,038 (14,992 ) 254,672 Total assets $ 4,349,042 $ 2,387,867 $ 3,662,610 $ (5,210,828 ) $ 5,188,691 Current portion of long-term debt $ — $ — $ 40,000 $ — $ 40,000 Accounts payable, trade 4,711 42,104 40,068 — 86,883 Other current liabilities 62,833 140,077 438,753 — 641,663 Long-term debt, net of current portion 550,083 — 1,176,871 — 1,726,954 Income taxes payable 152 3,435 30,105 — 33,692 Intercompany liabilities 1,600,470 — — (1,600,470 ) — Other long-term liabilities 326,267 18,160 83,848 (14,992 ) 413,283 Redeemable noncontrolling interests — — 30,391 — 30,391 IAC shareholders' equity 1,804,526 2,184,091 1,411,275 (3,595,366 ) 1,804,526 Noncontrolling interests — — 411,299 — 411,299 Total liabilities and shareholders' equity $ 4,349,042 $ 2,387,867 $ 3,662,610 $ (5,210,828 ) $ 5,188,691 Statement of operations for the three months ended September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 320,860 $ 446,691 $ (3,449 ) $ 764,102 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 219 64,470 113,420 1,022 179,131 Selling and marketing expense 546 160,370 136,053 (4,576 ) 292,393 General and administrative expense 22,375 40,436 65,913 105 128,829 Product development expense 1,009 19,661 25,277 — 45,947 Depreciation 422 7,693 9,836 — 17,951 Amortization of intangibles — 6,100 8,167 — 14,267 Total operating costs and expenses 24,571 298,730 358,666 (3,449 ) 678,518 Operating (loss) income (24,571 ) 22,130 88,025 — 85,584 Equity in earnings (losses) of unconsolidated affiliates 71,553 (22,569 ) — (48,984 ) — Interest expense (6,362 ) — (20,756 ) — (27,118 ) Other (expense) income, net (6,334 ) 4,948 13,086 — 11,700 Earnings from continuing operations before income taxes 34,286 4,509 80,355 (48,984 ) 70,166 Income tax benefit (provision) 8,876 (10,104 ) (16,598 ) — (17,826 ) Earnings (loss) from continuing operations 43,162 (5,595 ) 63,757 (48,984 ) 52,340 Earnings from discontinued operations, net of tax — — — — — Net earnings (loss) 43,162 (5,595 ) 63,757 (48,984 ) 52,340 Net earnings attributable to noncontrolling interests — — (9,178 ) — (9,178 ) Net earnings (loss) attributable to IAC shareholders $ 43,162 $ (5,595 ) $ 54,579 $ (48,984 ) $ 43,162 Comprehensive income (loss) attributable to IAC shareholders $ 37,885 $ (5,551 ) $ 49,708 $ (44,157 ) $ 37,885 Statement of operations for the three months ended September 30, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 410,048 $ 430,921 $ (2,408 ) $ 838,561 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 307 77,080 122,256 (266 ) 199,377 Selling and marketing expense 1,250 218,693 125,318 (2,151 ) 343,110 General and administrative expense 37,186 42,830 54,097 9 134,122 Product development expense 2,408 20,682 23,769 — 46,859 Depreciation 613 6,973 8,039 — 15,625 Amortization of intangibles — 4,202 8,136 — 12,338 Total operating costs and expenses 41,764 370,460 341,615 (2,408 ) 751,431 Operating (loss) income (41,764 ) 39,588 89,306 — 87,130 Equity in earnings of unconsolidated affiliates 90,703 26,515 — (117,218 ) — Interest expense (12,995 ) (2,929 ) (68 ) — (15,992 ) Other income, net 24,590 1,049 8,759 — 34,398 Earnings from continuing operations before income taxes 60,534 64,223 97,997 (117,218 ) 105,536 Income tax benefit (provision) 5,060 (13,779 ) (31,791 ) — (40,510 ) Earnings from continuing operations 65,594 50,444 66,206 (117,218 ) 65,026 Earnings (loss) from discontinued operations, net of tax 17 — (1 ) 1 17 Net earnings 65,611 50,444 66,205 (117,217 ) 65,043 Net loss attributable to noncontrolling interests — — 568 — 568 Net earnings attributable to IAC shareholders $ 65,611 $ 50,444 $ 66,773 $ (117,217 ) $ 65,611 Comprehensive income attributable to IAC shareholders $ 51,418 $ 51,180 $ 56,972 $ (108,152 ) $ 51,418 Statement of operations for the nine months ended September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 1,028,339 $ 1,310,593 $ (10,212 ) $ 2,328,720 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 811 206,661 336,011 (221 ) 543,262 Selling and marketing expense 2,306 531,976 446,089 (10,112 ) 970,259 General and administrative expense 66,208 124,150 226,727 121 417,206 Product development expense 4,127 64,177 83,384 — 151,688 Depreciation 1,274 21,881 28,166 — 51,321 Amortization of intangibles — 35,183 29,879 — 65,062 Goodwill impairment — 253,245 22,122 — 275,367 Total operating costs and expenses 74,726 1,237,273 1,172,378 (10,212 ) 2,474,165 Operating (loss) income (74,726 ) (208,934 ) 138,215 — (145,445 ) Equity in losses of unconsolidated affiliates (45,114 ) (33,530 ) — 78,644 — Interest expense (20,776 ) — (61,846 ) — (82,622 ) Other (expense) income, net (35,306 ) 10,926 44,785 — 20,405 (Loss) earnings from continuing operations before income taxes (175,922 ) (231,538 ) 121,154 78,644 (207,662 ) Income tax benefit (provision) 32,591 70,073 (25,270 ) — 77,394 (Loss) earnings from continuing operations (143,331 ) (161,465 ) 95,884 78,644 (130,268 ) Earnings from discontinued operations, net of tax — — — — — Net (loss) earnings (143,331 ) (161,465 ) 95,884 78,644 (130,268 ) Net earnings attributable to noncontrolling interests — — (13,063 ) — (13,063 ) Net (loss) earnings attributable to IAC shareholders $ (143,331 ) $ (161,465 ) $ 82,821 $ 78,644 $ (143,331 ) Comprehensive (loss) income attributable to IAC shareholders $ (135,043 ) $ (142,528 ) $ 87,367 $ 55,161 $ (135,043 ) Statement of operations for the nine months ended September 30, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 1,222,403 $ 1,167,429 $ (7,627 ) $ 2,382,205 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 846 243,867 320,070 (706 ) 564,077 Selling and marketing expense 3,315 636,849 397,082 (6,944 ) 1,030,302 General and administrative expense 95,192 116,913 166,137 23 378,265 Product development expense 6,915 62,254 69,377 — 138,546 Depreciation 1,440 20,353 24,900 — 46,693 Amortization of intangibles — 12,565 26,739 — 39,304 Total operating costs and expenses 107,708 1,092,801 1,004,305 (7,627 ) 2,197,187 Operating (loss) income (107,708 ) 129,602 163,124 — 185,018 Equity in earnings of unconsolidated affiliates 228,634 29,383 — (258,017 ) — Interest expense (38,977 ) (6,127 ) (166 ) — (45,270 ) Other income, net 7,731 26,682 5,335 — 39,748 Earnings from continuing operations before income taxes 89,680 179,540 168,293 (258,017 ) 179,496 Income tax benefit (provision) 61,652 (58,154 ) (38,220 ) — (34,722 ) Earnings from continuing operations 151,332 121,386 130,073 (258,017 ) 144,774 (Loss) earnings from discontinued operations, net of tax (11 ) — 2 (2 ) (11 ) Net earnings 151,321 121,386 130,075 (258,019 ) 144,763 Net loss attributable to noncontrolling interests — — 6,558 — 6,558 Net earnings attributable to IAC shareholders $ 151,321 $ 121,386 $ 136,633 $ (258,019 ) $ 151,321 Comprehensive income attributable to IAC shareholders $ 94,533 $ 117,637 $ 79,144 $ (196,781 ) $ 94,533 Statement of cash flows for the nine months ended September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries IAC Consolidated (In thousands) Net cash (used in) provided by operating activities attributable to continuing operations $ (77,595 ) $ 130,121 $ 109,056 $ 161,582 Cash flows from investing activities attributable to continuing operations: Acquisitions, net of cash acquired — — (2,524 ) (2,524 ) Capital expenditures (343 ) (16,134 ) (46,262 ) (62,739 ) Investments in time deposits — — (87,500 ) (87,500 ) Proceeds from maturities of time deposits — — 87,500 87,500 Proceeds from maturities and sales of marketable debt securities 79,210 — — 79,210 Purchases of marketable debt securities (229,246 ) — — (229,246 ) Purchases of investments — — (7,211 ) (7,211 ) Net proceeds from the sale of businesses and investments 15,401 1,779 93,356 110,536 Other, net — 158 5,404 5,562 Net cash (used in) provided by investing activities attributable to continuing operations (134,978 ) (14,197 ) 42,763 (106,412 ) Cash flows from financing activities attributable to continuing operations: Purchase of treasury stock (247,256 ) — — (247,256 ) Proceeds from Match Group 2016 Senior Notes offering — — 400,000 400,000 Principal payments on Match Group Term Loan — — (410,000 ) (410,000 ) Debt issuance costs — — (5,048 ) (5,048 ) Redemption and repurchase of Senior Notes (126,271 ) — — (126,271 ) Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes (7,148 ) — — (7,148 ) Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes — — 467 467 Excess tax benefits from stock-based awards 17,202 — 25,929 43,131 Purchase of noncontrolling interests (1,400 ) — (1,129 ) (2,529 ) Acquisition-related contingent consideration payments — (351 ) (1,829 ) (2,180 ) Decrease in restricted cash related to bond redemptions 20,000 — — 20,000 Intercompany 5,435 (115,573 ) 110,138 — Other, net — — (766 ) (766 ) Net cash (used in) provided by financing activities attributable to continuing operations (339,438 ) (115,924 ) 117,762 (337,600 ) Total cash (used in) provided by continuing operations (552,011 ) — 269,581 (282,430 ) Effect of exchange rate changes on cash and cash equivalents — — (9,233 ) (9,233 ) Net (decrease) increase in cash and cash equivalents (552,011 ) — 260,348 (291,663 ) Cash and cash equivalents at beginning of period 1,073,053 — 408,394 1,481,447 Cash and cash equivalents at end of period $ 521,042 $ — $ 668,742 $ 1,189,784 Statement of cash flows for the nine months ended September 30, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries IAC Consolidated (In thousands) Net cash (used in) provided by operating activities attributable to continuing operations $ (114,559 ) $ 151,626 $ 147,040 $ 184,107 Cash flows from investing activities attributable to continuing operations: Acquisitions, net of cash acquired — (2,574 ) (40,712 ) (43,286 ) Capital expenditures (1,051 ) (16,978 ) (26,529 ) (44,558 ) Proceeds from maturities and sales of marketable debt securities 192,928 — — 192,928 Purchases of marketable debt securities (93,134 ) — — (93,134 ) Purchases of investments — — (25,073 ) (25,073 ) Net proceeds from the sale of businesses and investments 1,277 — 7,274 8,551 Other, net 3,613 48 (7,756 ) (4,095 ) Net cash provided by (used in) investing activities attributable to continuing operations 103,633 (19,504 ) (92,796 ) (8,667 ) Cash flows from financing activities attributable to continuing operations: Purchase of treasury stock (200,000 ) — — (200,000 ) Principal payment on Liberty Bonds — (80,000 ) — (80,000 ) Dividends (84,947 ) — — (84,947 ) Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes (40,197 ) — — (40,197 ) Excess tax benefits from stock-based awards 17,862 — 31,285 49,147 Purchase of noncontrolling interests — — (29,899 ) (29,899 ) Acquisition-related contingent consideration payments — (202 ) (5,510 ) (5,712 ) Intercompany (86,407 ) (51,920 ) 138,327 — Other, net 166 — 346 512 Net cash (used in) provided by financing activities attributable to continuing operations (393,523 ) (132,122 ) 134,549 (391,096 ) Total cash (used in) provided by continuing operations (404,449 ) — 188,793 (215,656 ) Total cash (used in) provided by discontinued operations (192 ) — 2 (190 ) Effect of exchange rate changes on cash and cash equivalents — — (8,111 ) (8,111 ) Net (decrease) increase in cash and cash equivalents (404,641 ) — 180,684 (223,957 ) Cash and cash equivalents at beginning of period 762,231 — 228,174 990,405 Cash and cash equivalents at end of period $ 357,590 $ — $ 408,858 $ 766,448 |
THE COMPANY AND SUMMARY OF SI23
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). |
Basis of Consolidation and Accounting for Investments | Basis of Consolidation and Accounting for Investments The consolidated financial statements include the accounts of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. Intercompany transactions and accounts have been eliminated. Investments in the common stock or in-substance common stock of entities in which the Company has the ability to exercise significant influence over the operating and financial matters of the investee, but does not have a controlling financial interest, are accounted for using the equity method and are included in "Long-term investments" in the accompanying consolidated balance sheet. The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. Interim results are not necessarily indicative of the results that may be expected for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015. |
Accounting Estimates | Accounting Estimates Management of the Company is required to make certain estimates, judgments and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments and assumptions impact the reported amounts of assets, liabilities, revenue and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates and judgments including those related to: the fair values of marketable securities and other investments; the recoverability of goodwill and indefinite-lived intangible assets; the useful lives and recoverability of definite-lived intangible assets and property and equipment; the carrying value of accounts receivable, including the determination of the allowance for doubtful accounts; the determination of revenue reserves; the fair value of acquisition-related contingent consideration arrangements; the liabilities for uncertain tax positions; the valuation allowance for deferred income tax assets; and the fair value of and forfeiture rates for stock-based awards, among others. The Company bases its estimates and judgments on historical experience, its forecasts and budgets and other factors that the Company considers relevant. |
Certain Risks and Concentrations | Certain Risks and Concentrations A significant portion of the Company's revenue is derived from online advertising, the market for which is highly competitive and rapidly changing. Significant changes in this industry or changes in advertising spending behavior or in customer buying behavior could adversely affect our operating results. Most of the Company's online advertising revenue is attributable to a services agreement with Google Inc. ("Google"). The Company's service agreement became effective on April 1, 2016, following the expiration of the previous services agreement. The services agreement expires on March 31, 2020; the Company may choose to terminate the agreement effective March 31, 2019. The services agreement requires that we comply with certain guidelines promulgated by Google. Google may generally unilaterally update its own policies and guidelines without advance notice, which could in turn require modifications to, or prohibit and/or render obsolete certain of our products, services and/or business practices, which could be costly to address or otherwise have an adverse effect on our business, financial condition and results of operations. |
Recent Accounting Pronouncement | Recent Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which makes clarifications to how cash receipts and cash payments in certain transactions are presented and classified on the statement of cash flows. The provisions of ASU 2016-15 are effective for reporting periods beginning after December 15, 2017, including interim periods, and will require adoption on a retrospective basis unless it is impracticable to apply, in which case we would be required to apply the amendments prospectively as of the earliest date practicable; early adoption is permitted. The Company does not expect the adoption of this standard update to have a material impact on its consolidated financial statements; and is currently evaluating the method and timing of adoption. In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payments Accounting (Topic 718). The update is intended to simplify existing guidance on various aspects of the accounting and presentation of employee share-based payments in financial statements including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification on the statement of cash flows. The provisions of ASU 2016-09 are effective for reporting periods beginning after December 15, 2016; early adoption is permitted. The primary effects of the adoption of ASU 2016-09 on the Company’s results of operations, cash flows and earnings per share will be due to the change in the treatment of the excess tax benefit (deficiency) related to equity awards to employees upon exercise of stock options and the vesting of restricted stock units. The table below illustrates this effect. Excess tax benefit (deficiency) of equity awards to employees upon exercise of stock options and the vesting of restricted stock units: Accounting under current GAAP: Accounting following adoption of ASU 2016-09: Statement of operations Treated as an increase (or decrease) to additional paid-in capital when realized (i.e., reduction of income taxes payable) Included in the determination of the income tax provision or benefit upon option exercise or share vesting Statement of cash flows Treated as a financing cash flow Treated as an operating cash flow Calculation of fully diluted shares for the determination of earnings per share Included as a component of the assumed proceeds in applying the treasury stock method Excluded from the assumed proceeds in applying the treasury stock method The expected effect of the adoption of ASU 2016-09 for the Company will be to increase reported net earnings (or reduce reported net loss) and increase operating cash flow and basic earnings per share (or reduce reported net loss per share). The number of shares used in the calculation of fully diluted earnings per share will also increase due to the reduction in assumed proceeds under the treasury stock method. The actual effect on fully diluted earnings per share could be an increase or a decrease in any period, which will depend upon the increase in reported earnings and the increase in the number of shares included in the fully diluted earnings per share calculation. The Company will adopt the change in treatment of excess tax benefit (deficiency) as of January 1, 2017 using the modified retrospective approach with the cumulative effect recognized as of the date of initial adoption and will apply the provisions of ASU 2016-09 related to the presentation on the statement of cash flows using the prospective approach. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the statement of financial position. The provisions of ASU 2016-02 are effective for reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, and in August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . Together, this guidance requires that deferred debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of the associated debt liability, while debt issuance costs related to line-of-credit arrangements may still continue to be classified as assets. The Company adopted the provisions of ASU 2015-03 and ASU 2015-15 in the first quarter of 2016 and applied the provisions retrospectively, resulting in $21.3 million of deferred debt issuance costs being reclassified from other non-current assets to long-term debt, net of current portion, in the accompanying December 31, 2015 consolidated balance sheet. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which clarifies the principles for recognizing revenue and develops a common standard for all industries. In July 2015, the FASB decided to defer the effective date for annual reporting periods beginning after December 15, 2017. In March, April and May 2016, the FASB issued ASU 2016-08, ASU 2016-10 and ASU 2016-12, respectively, which provide further revenue recognition guidance related to principal versus agent considerations, performance obligations and licensing, and narrow-scope improvements and practical expedients. Early adoption is permitted beginning on the original effective date of December 15, 2016. Upon adoption, ASU 2014-09 may either be applied retrospectively to each prior period presented or using the modified retrospective approach with the cumulative effect recognized as of the date of initial application. The Company is currently evaluating the impact the adoption of this standard update will have on its consolidated financial statements. The Company will adopt this standard using the modified retrospective approach effective January 1, 2018. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
THE COMPANY AND SUMMARY OF SI24
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Change in the Company’s Reported Results after Giving Pro Forma Effect to ASU 2016-09 | To illustrate the effect of ASU 2016-09 on the Company’s results for the nine months ended September 30, 2016, the table below illustrates the change in the Company’s reported results after giving pro forma effect to ASU 2016-09 as if it had been in effect on January 1, 2016. Reported results under current GAAP Pro forma results assuming ASU 2016-09 had been in effect on January 1, 2016 (In thousands, except per share data) Net loss $ (130,268 ) $ (85,500 ) Net earnings attributable to noncontrolling interests 13,063 13,063 Net loss attributable to IAC shareholders (143,331 ) (98,563 ) Cash flows provided by operating activities attributable to continuing operations 161,582 204,713 Cash flows used in financing activities attributable to continuing operations (337,600 ) (380,731 ) Basic loss per share from continuing operations $ (1.78 ) $ (1.23 ) Fully diluted loss per share from continuing operations $ (1.78 ) $ (1.23 ) |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The table below summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition: (In thousands) Cash and cash equivalents $ 4,626 Other current assets 4,460 Computer and other equipment 2,990 Goodwill 488,644 Intangible assets 84,100 Other non-current assets 1,073 Total assets 585,893 Current liabilities (6,418 ) Other long-term liabilities (5,325 ) Net assets acquired $ 574,150 |
Schedule of Intangible Assets Acquired as Part of Business Combination | Intangible assets are as follows: (In thousands) Weighted-Average Useful Life (Years) Indefinite-lived trade name $ 66,300 Indefinite Customer relationships 10,100 Less than 1 New registrants 3,100 Less than 1 Non-compete agreement 3,000 5 Developed technology 1,600 2 Total intangible assets acquired $ 84,100 |
Schedule of Unaudited Pro Forma Financial Information | The unaudited pro forma financial information in the table below presents the combined results of the Company and PlentyOfFish as if the acquisition of PlentyOfFish had occurred on January 1, 2015. The pro forma financial information includes adjustments required under the acquisition method of accounting and is presented for informational purposes only and is not necessarily indicative of the results that would have been achieved had the acquisition actually occurred on January 1, 2015. For the three and nine months ended September 30, 2015 , pro forma adjustments reflected below include decreases to revenue of $0.6 million and $9.0 million , respectively, related to the write-off of deferred revenue at the date of acquisition and increases of $3.7 million and $12.7 million , respectively, in amortization of intangible assets. Three Months Ended Nine Months Ended (In thousands, except per share data) Revenue $ 860,320 $ 2,435,475 Net earnings attributable to IAC shareholders $ 70,803 $ 160,750 Basic earnings per share attributable to IAC shareholders $ 0.85 $ 1.94 Diluted earnings per share attributable to IAC shareholders $ 0.80 $ 1.82 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets, Net | Goodwill and intangible assets, net are as follows: September 30, December 31, 2016 2015 (In thousands) Goodwill $ 1,942,556 $ 2,245,364 Intangible assets with indefinite lives 337,429 380,137 Intangible assets with definite lives, net 44,867 60,691 Total goodwill and intangible assets, net $ 2,324,852 $ 2,686,192 |
Schedule of Goodwill by Reportable Segment | The following table presents the balance of goodwill by reportable segment, including the changes in the carrying value of goodwill, for the nine months ended September 30, 2016 : Balance at Additions Deductions Impairment Foreign Balance at (In thousands) Match Group $ 1,293,109 $ 603 $ (2,983 ) $ — $ 21,232 $ 1,311,961 HomeAdvisor 150,251 — — — 200 150,451 Video 15,590 9,649 — — — 25,239 Applications 447,242 — — — — 447,242 Publishing 277,192 — (1,968 ) (275,367 ) 143 — Other 61,980 — (55,117 ) — 800 7,663 Total $ 2,245,364 $ 10,252 $ (60,068 ) $ (275,367 ) $ 22,375 $ 1,942,556 |
Schedule of Intangible Assets with Definite Lives | At September 30, 2016 and December 31, 2015 , intangible assets with definite lives are as follows: September 30, 2016 Gross Accumulated Net Weighted-Average (In thousands) Trade names $ 65,107 $ (47,093 ) $ 18,014 3.2 Content 62,082 (55,374 ) 6,708 4.1 Technology 56,109 (41,974 ) 14,135 3.3 Customer lists 28,470 (26,050 ) 2,420 2.2 Advertiser and supplier relationships and other 7,506 (3,916 ) 3,590 4.0 Total $ 219,274 $ (174,407 ) $ 44,867 3.4 December 31, 2015 Gross Accumulated Net Weighted-Average (In thousands) Content $ 62,082 $ (48,937 ) $ 13,145 4.1 Technology 55,487 (37,012 ) 18,475 3.2 Trade names 32,123 (26,268 ) 5,855 2.5 Customer lists 28,836 (13,078 ) 15,758 2.1 Advertiser and supplier relationships and other 15,709 (8,251 ) 7,458 4.2 Total $ 194,237 $ (133,546 ) $ 60,691 3.3 |
Schedule of Expected Amortization of Intangible Assets | At September 30, 2016 , amortization of intangible assets with definite lives for each of the next five years is estimated to be as follows: For the twelve months ending September 30, (In thousands) 2017 $ 22,800 2018 12,527 2019 6,310 2020 3,180 2021 50 Total $ 44,867 |
MARKETABLE SECURITIES (Tables)
MARKETABLE SECURITIES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Marketable Securities [Abstract] | |
Schedule of Current Available-for-Sale Marketable Securities | At September 30, 2016 , current available-for-sale marketable securities are as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (In thousands) Corporate debt securities $ 15,408 $ 2 $ (8 ) $ 15,402 Treasury discount notes 162,423 37 — 162,460 Total debt securities 177,831 39 (8 ) 177,862 Total marketable securities $ 177,831 $ 39 $ (8 ) $ 177,862 At December 31, 2015 , current available-for-sale marketable securities are as follows: Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (In thousands) Corporate debt securities $ 27,765 $ — $ (187 ) $ 27,578 Equity security 8,659 2,963 — 11,622 Total marketable securities $ 36,424 $ 2,963 $ (187 ) $ 39,200 |
Schedule of Contractual Maturities of Debt Securities Classified as Available-for-Sale | The contractual maturities of debt securities classified as current available-for-sale at September 30, 2016 are as follows: Amortized Cost Fair Value (In thousands) Due in one year or less $ 177,831 $ 177,862 Total $ 177,831 $ 177,862 |
Schedule of Proceeds From Maturities and Sales of Current and Non-current Available-for-Sale Marketable Securities and the Related Gross Realized Gains and Losses | The following table presents the proceeds from maturities and sales of current and non-current available-for-sale marketable securities and the related gross realized gains: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Proceeds from maturities and sales of available-for-sale marketable securities $ 52,110 $ 178,315 $ 106,326 $ 192,928 Gross realized gains 412 17 3,537 22 |
FAIR VALUE MEASUREMENTS AND F28
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables present the Company's financial instruments that are measured at fair value on a recurring basis: September 30, 2016 Quoted Market Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Measurements (In thousands) Assets: Cash equivalents: Money market funds $ 582,508 $ — $ — $ 582,508 Time deposits — 75,000 — 75,000 Treasury discount notes 12,497 — — 12,497 Commercial paper — 86,953 — 86,953 Marketable securities: Corporate debt securities — 15,402 — 15,402 Treasury discount notes 162,460 — — 162,460 Total $ 757,465 $ 177,355 $ — $ 934,820 Liabilities: Contingent consideration arrangements $ — $ — $ (43,352 ) $ (43,352 ) December 31, 2015 Quoted Market Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Measurements (In thousands) Assets: Cash equivalents: Money market funds $ 601,848 $ — $ — $ 601,848 Time deposits — 125,038 — 125,038 Commercial paper — 302,418 — 302,418 Marketable securities: Corporate debt securities — 27,578 — 27,578 Equity security 11,622 — — 11,622 Long-term investments: Auction rate security — — 4,050 4,050 Marketable equity security 7,542 — — 7,542 Total $ 621,012 $ 455,034 $ 4,050 $ 1,080,096 Liabilities: Contingent consideration arrangements $ — $ — $ (33,873 ) $ (33,873 ) |
Schedule of Changes in Assets Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | The following tables present the changes in the Company's financial instruments that are measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Three Months Ended September 30, 2016 2015 Contingent Consideration Arrangements Auction Rate Security Contingent Consideration Arrangements (In thousands) Balance at July 1 $ (45,526 ) $ 6,630 $ (31,858 ) Total net gains (losses): Included in earnings: Fair value adjustments 2,477 — 960 Included in other comprehensive loss (333 ) (1,620 ) (579 ) Settlements 30 — 7 Balance at September 30 $ (43,352 ) $ 5,010 $ (31,470 ) Nine Months Ended September 30, 2016 2015 Auction Rate Security Contingent Consideration Arrangements Auction Rate Security Contingent Consideration Arrangements (In thousands) Balance at January 1 $ 4,050 $ (33,873 ) $ 6,070 $ (30,140 ) Total net gains (losses): Included in earnings: Fair value adjustments — (7,993 ) — 17,906 Foreign currency exchange gains — — — 626 Included in other comprehensive income (loss) 5,950 (5,614 ) (1,060 ) 1,538 Fair value at date of acquisition — 1,948 — (27,112 ) Settlements — 2,180 — 5,712 Proceeds from sale (10,000 ) — — — Balance at September 30 $ — $ (43,352 ) $ 5,010 $ (31,470 ) |
Schedule of Changes in Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) | The following tables present the changes in the Company's financial instruments that are measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Three Months Ended September 30, 2016 2015 Contingent Consideration Arrangements Auction Rate Security Contingent Consideration Arrangements (In thousands) Balance at July 1 $ (45,526 ) $ 6,630 $ (31,858 ) Total net gains (losses): Included in earnings: Fair value adjustments 2,477 — 960 Included in other comprehensive loss (333 ) (1,620 ) (579 ) Settlements 30 — 7 Balance at September 30 $ (43,352 ) $ 5,010 $ (31,470 ) Nine Months Ended September 30, 2016 2015 Auction Rate Security Contingent Consideration Arrangements Auction Rate Security Contingent Consideration Arrangements (In thousands) Balance at January 1 $ 4,050 $ (33,873 ) $ 6,070 $ (30,140 ) Total net gains (losses): Included in earnings: Fair value adjustments — (7,993 ) — 17,906 Foreign currency exchange gains — — — 626 Included in other comprehensive income (loss) 5,950 (5,614 ) (1,060 ) 1,538 Fair value at date of acquisition — 1,948 — (27,112 ) Settlements — 2,180 — 5,712 Proceeds from sale (10,000 ) — — — Balance at September 30 $ — $ (43,352 ) $ 5,010 $ (31,470 ) |
Carrying Value and the Fair Value of Financial Instruments Measured at Fair Value Only for Disclosure Purposes | The following table presents the carrying value and the fair value of financial instruments measured at fair value only for disclosure purposes: September 30, 2016 December 31, 2015 Carrying Fair Carrying Fair (In thousands) Current portion of long-term debt $ — $ — $ (40,000 ) $ (39,850 ) Long-term debt, net of current portion (1,641,285 ) (1,741,800 ) (1,726,954 ) (1,761,601 ) |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of: September 30, 2016 December 31, 2015 (In thousands) Match Group Debt: 6.375% Senior Notes due June 1, 2024 (the "2016 Match Group Senior Notes"); interest payable each June 1 and December 1, which commences December 1, 2016 $ 400,000 $ — 6.75% Senior Notes due December 15, 2022 (the "2015 Match Group Senior Notes"); interest payable each June 15 and December 15, which commenced June 15, 2016 445,172 445,172 Match Group Term Loan due November 16, 2022 (a) 390,000 800,000 Total Match Group long-term debt 1,235,172 1,245,172 Less: Current maturities of Match Group long-term debt — 40,000 Less: Unamortized original issue discount and original issue premium, net 5,100 11,691 Less: Unamortized debt issuance costs 14,526 16,610 Total Match Group debt, net of current maturities 1,215,546 1,176,871 IAC Debt: 4.875% Senior Notes due November 30, 2018 (the "2013 Senior Notes"); interest payable each May 30 and November 30, which commenced May 30, 2014 390,214 500,000 4.75% Senior Notes due December 15, 2022 (the "2012 Senior Notes"); interest payable each June 15 and December 15, which commenced June 15, 2013 38,247 54,732 Total IAC long-term debt 428,461 554,732 Less: Unamortized debt issuance costs 2,722 4,649 Total IAC debt, net of current portion 425,739 550,083 Total long-term debt, net of current portion $ 1,641,285 $ 1,726,954 ________________________ (a) T he Match Group Term Loan matures on November 16, 2022; provided that, if any of the 2015 Match Group Senior Notes remain outstanding on the date that is 91 days prior to the maturity date of the 2015 Match Group Senior Notes, the Match Group Term Loan maturity date shall be the date that is 91 days prior to the maturity date of the 2015 Match Group Senior Notes. |
Schedule of Debt Instrument Redemption | Thereafter, these notes may be redeemed at the redemption prices set forth below, together with accrued and unpaid interest thereon to the applicable redemption date, if redeemed during the twelve-month period beginning on June 1 of the years indicated below: Year Percentage 2019 104.781 % 2020 103.188 % 2021 101.594 % 2022 and thereafter 100.000 % |
ACCUMULATED OTHER COMPREHENSI30
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive (Loss) Income | The following tables present the components of accumulated other comprehensive (loss) income and items reclassified out of accumulated other comprehensive loss into earnings: Three Months Ended September 30, 2016 Foreign Currency Translation Adjustment Unrealized Gains On Available-For-Sale Securities Accumulated Other Comprehensive Loss (In thousands) Balance as of July 1 $ (121,612 ) $ 4,205 $ (117,407 ) Other comprehensive (loss) income before reclassifications, net of tax provision of $0.1 million related to unrealized losses on available-for-sale securities (5,132 ) 114 (5,018 ) Amounts reclassified to earnings — (259 ) (a) (259 ) Net current period other comprehensive loss (5,132 ) (145 ) (5,277 ) Balance as of September 30 $ (126,744 ) $ 4,060 $ (122,684 ) ________________________ (a) Amount is net of a tax provision of $0.2 million . Three Months Ended September 30, 2015 Foreign Currency Translation Adjustment Unrealized Gains On Available-For-Sale Securities Accumulated Other Comprehensive Loss (In thousands) Balance as of July 1 $ (133,895 ) $ 3,600 $ (130,295 ) Other comprehensive loss, net of tax benefit of $0.1 million related to unrealized losses on available-for-sale securities (8,420 ) (3,501 ) (11,921 ) Amounts reclassified to earnings (2,191 ) (81 ) (b) (2,272 ) Net current period other comprehensive loss (10,611 ) (3,582 ) (14,193 ) Balance as of September 30 $ (144,506 ) $ 18 $ (144,488 ) ________________________ (b) Amount is net of a tax provision of $0.1 million . Nine Months Ended September 30, 2016 Foreign Currency Translation Adjustment Unrealized Gains On Available-For-Sale Securities Accumulated Other Comprehensive (Loss) Income (In thousands) Balance as of January 1 $ (154,645 ) $ 2,542 $ (152,103 ) Other comprehensive (loss) income before reclassifications, net of tax benefit of $0.7 million related to unrealized losses on available-for-sale securities (3,538 ) 4,868 1,330 Amounts reclassified to earnings 9,850 (2,892 ) (c) 6,958 Net current period other comprehensive income 6,312 1,976 8,288 Reallocation of accumulated other comprehensive loss (income) related to the noncontrolling interests created in the Match Group initial public offering 21,589 (458 ) 21,131 Balance as of September 30 $ (126,744 ) $ 4,060 $ (122,684 ) ________________________ (c) Amount is net of a tax provision of $0.2 million . Nine Months Ended September 30, 2015 Foreign Currency Translation Adjustment Unrealized (Losses) Gains On Available-For-Sale Securities Accumulated Other Comprehensive Loss (In thousands) Balance as of January 1 $ (86,848 ) $ (852 ) $ (87,700 ) Other comprehensive (loss) income, net of tax benefit of $0.3 million related to unrealized losses on available-for-sale securities (55,467 ) 788 (54,679 ) Amounts reclassified to earnings (2,191 ) 82 (d) (2,109 ) Net current period other comprehensive (loss) income (57,658 ) 870 (56,788 ) Balance as of September 30 $ (144,506 ) $ 18 $ (144,488 ) ________________________ (d) Amount is net of a tax benefit of $0.1 million . |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Loss) Per Share | The following tables set forth the computation of basic and diluted earnings (loss) per share attributable to IAC shareholders. Three Months Ended September 30, 2016 2015 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: Earnings from continuing operations $ 52,340 $ 52,340 $ 65,026 $ 65,026 Net (earnings) loss attributable to noncontrolling interests (9,178 ) (9,178 ) 568 568 Impact from Match Group's dilutive securities (a)(b) — (3,473 ) — — Earnings from continuing operations attributable to IAC shareholders 43,162 39,689 65,594 65,594 Earnings from discontinued operations attributable to IAC shareholders — — 17 17 Net earnings attributable to IAC shareholders $ 43,162 $ 39,689 $ 65,611 $ 65,611 Denominator: Weighted average basic shares outstanding 79,532 79,532 82,910 82,910 Dilutive securities including subsidiary denominated equity, stock options and RSUs (c)(d) — 2,087 — 5,990 Denominator for earnings per share—weighted average shares (c)(d) 79,532 81,619 82,910 88,900 Earnings per share attributable to IAC shareholders: Earnings per share from continuing operations $ 0.54 $ 0.49 $ 0.79 $ 0.74 Discontinued operations — — — — Earnings per share $ 0.54 $ 0.49 $ 0.79 $ 0.74 Nine Months Ended September 30, 2016 2015 Basic Diluted Basic Diluted (In thousands, except per share data) Numerator: (Loss) earnings from continuing operations $ (130,268 ) $ (130,268 ) $ 144,774 $ 144,774 Net (earnings) loss attributable to noncontrolling interests (13,063 ) (13,063 ) 6,558 6,558 Impact from Match Group's dilutive securities (a)(b) — — — — (Loss) earnings from continuing operations attributable to IAC shareholders (143,331 ) (143,331 ) 151,332 151,332 Loss from discontinued operations attributable to IAC shareholders — — (11 ) (11 ) Net (loss) earnings attributable to IAC shareholders $ (143,331 ) $ (143,331 ) $ 151,321 $ 151,321 Denominator: Weighted average basic shares outstanding 80,357 80,357 82,924 82,924 Dilutive securities including subsidiary denominated equity, stock options and RSUs (c)(d)(e) — — — 5,323 Denominator for earnings per share—weighted average shares (c)(d)(e) 80,357 80,357 82,924 88,247 (Loss) earnings per share attributable to IAC shareholders: (Loss) earnings per share from continuing operations $ (1.78 ) $ (1.78 ) $ 1.82 $ 1.71 Discontinued operations — — — — (Loss) earnings per share $ (1.78 ) $ (1.78 ) $ 1.82 $ 1.71 ________________________ (a) Represents the impact on earnings related to Match Group's dilutive securities under the if-converted method. (b) The impact on earnings of Match Group's dilutive securities is not applicable for the three and nine months ended September 30, 2015 as it was a wholly-owned subsidiary of the Company until its IPO on November 24, 2015. For the nine months ended September 30, 2016 , the impact on earnings related to Match Group's dilutive securities under the if-converted method are excluded as the impact is anti-dilutive. (c) If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of subsidiary denominated equity, stock options and vesting of restricted stock units ("RSUs"). For the three months ended September 30, 2016 and for the three and nine months ended September 30, 2015 , 3.3 million , 1.0 million and 1.3 million potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. (d) For the nine months ended September 30, 2016 , the Company had a loss from continuing operations and as a result, approximately 9.8 million potentially dilutive securities were excluded from computing dilutive earnings per share because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding were used to compute all earnings per share amounts. (e) Market-based awards and performance-based stock units (“PSUs”) are considered contingently issuable shares. Market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based award and PSUs are dilutive for the respective reporting periods. For the three months ended September 30, 2016, 0.3 million market-based awards and PSUs were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met. For the three and nine months ended September 30, 2015, 0.5 million market-based awards and PSUs were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Revenue: Match Group $ 316,447 $ 268,971 $ 902,849 $ 752,857 HomeAdvisor 133,560 99,435 375,222 269,429 Video 59,955 60,125 162,361 147,317 Applications 142,782 193,278 445,735 581,546 Publishing 74,902 178,701 326,195 512,173 Other 36,598 38,173 116,714 119,344 Inter-segment eliminations (142 ) (122 ) (356 ) (461 ) Total $ 764,102 $ 838,561 $ 2,328,720 $ 2,382,205 Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Operating Income (Loss): Match Group $ 91,754 $ 58,356 $ 194,610 $ 125,918 HomeAdvisor 12,805 6,095 26,629 3,687 Video (2,663 ) (5,655 ) (25,187 ) (36,581 ) Applications 29,240 46,539 75,839 138,076 Publishing (14,562 ) 14,149 (324,720 ) 43,685 Other (1,511 ) 195 (3,299 ) (745 ) Corporate (29,479 ) (32,549 ) (89,317 ) (89,022 ) Total $ 85,584 $ 87,130 $ (145,445 ) $ 185,018 Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Adjusted EBITDA: (a) Match Group $ 110,708 $ 82,657 $ 275,414 $ 179,355 HomeAdvisor 15,965 8,904 35,947 12,768 Video (894 ) (5,141 ) (21,770 ) (36,982 ) Applications 34,575 47,901 94,715 142,545 Publishing (6,208 ) 21,075 (6,639 ) 65,065 Other (824 ) 1,596 (709 ) 3,196 Corporate (14,336 ) (15,850 ) (40,050 ) (40,969 ) Total $ 138,986 $ 141,142 $ 336,908 $ 324,978 September 30, 2016 December 31, 2015 (In thousands) Segment Assets: (b) Match Group $ 482,899 $ 329,269 HomeAdvisor 53,930 32,112 Video 126,034 90,671 Applications 97,899 108,997 Publishing 464,233 390,951 Other 28,076 64,550 Corporate 1,093,237 1,485,949 Total $ 2,346,308 $ 2,502,499 ________________________ (a) The Company's primary financial measure is Adjusted EBITDA, which is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets, if applicable, and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements. The Company believes this measure is useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that of our competitors. Moreover, our management uses this measure internally to evaluate the performance of our business as a whole and our individual business segments. The above items are excluded from our Adjusted EBITDA measure because these items are non-cash in nature, and we believe that by excluding these items, Adjusted EBITDA corresponds more closely to the cash operating income generated from our business, from which capital investments are made and debt is serviced. Adjusted EBITDA has certain limitations in that it does not take into account the impact to IAC's statement of operations of certain expenses. (b) Consistent with the Company's primary metric (described in (a) above), the Company excludes, if applicable, goodwill and intangible assets from the measure of segment assets presented above. |
Schedule of Revenue and Long-lived Assets, Excluding Goodwill and Intangible Assets, by Geography | Geographic information about revenue and long-lived assets is presented below: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Revenue: United States $ 567,132 $ 619,297 $ 1,721,348 $ 1,755,534 All other countries 196,970 219,264 607,372 626,671 Total $ 764,102 $ 838,561 $ 2,328,720 $ 2,382,205 September 30, December 31, (In thousands) Long-lived assets (excluding goodwill and intangible assets): United States $ 292,586 $ 279,913 All other countries 24,691 22,904 Total $ 317,277 $ 302,817 |
Schedule of Reconciliation of Operating Income (Loss) to Adjusted EBITDA | The following tables reconcile operating income (loss) for the Company's reportable segments and net earnings (loss) attributable to IAC shareholders to Adjusted EBITDA: Three Months Ended September 30, 2016 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Adjusted EBITDA (In thousands) Match Group $ 91,754 $ 11,145 $ 8,032 $ 4,906 $ (5,129 ) $ 110,708 HomeAdvisor 12,805 408 2,026 726 — 15,965 Video (2,663 ) 640 438 691 — (894 ) Applications 29,240 — 1,073 1,519 2,743 34,575 Publishing (14,562 ) — 2,029 6,325 — (6,208 ) Other (1,511 ) — 678 100 (91 ) (824 ) Corporate (29,479 ) 11,468 3,675 — — (14,336 ) Total 85,584 $ 23,661 $ 17,951 $ 14,267 $ (2,477 ) $ 138,986 Interest expense (27,118 ) Other income, net 11,700 Earnings from continuing operations before income taxes 70,166 Income tax provision (17,826 ) Earnings from continuing operations 52,340 Earnings from discontinued operations, net of tax — Net earnings 52,340 Net earnings attributable to noncontrolling interests (9,178 ) Net earnings attributable to IAC shareholders $ 43,162 Three Months Ended September 30, 2015 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Adjusted EBITDA (In thousands) Match Group $ 58,356 $ 13,057 $ 6,137 $ 4,352 $ 755 $ 82,657 HomeAdvisor 6,095 410 1,627 772 — 8,904 Video (5,655 ) 50 289 377 (202 ) (5,141 ) Applications 46,539 — 1,302 1,573 (1,513 ) 47,901 Publishing 14,149 — 2,363 4,563 — 21,075 Other 195 — 700 701 — 1,596 Corporate (32,549 ) 13,492 3,207 — — (15,850 ) Total 87,130 $ 27,009 $ 15,625 $ 12,338 $ (960 ) $ 141,142 Interest expense (15,992 ) Other income, net 34,398 Earnings from continuing operations before income taxes 105,536 Income tax provision (40,510 ) Earnings from continuing operations 65,026 Earnings from discontinued operations, net of tax 17 Net earnings 65,043 Net loss attributable to noncontrolling interests 568 Net earnings attributable to IAC shareholders $ 65,611 Nine Months Ended September 30, 2016 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Goodwill Impairment Adjusted EBITDA (In thousands) Match Group $ 194,610 $ 41,341 $ 22,609 $ 19,577 $ (2,723 ) $ — $ 275,414 HomeAdvisor 26,629 1,223 5,824 2,271 — — 35,947 Video (25,187 ) 640 1,313 1,656 (192 ) — (21,770 ) Applications 75,839 — 3,304 4,573 10,999 — 94,715 Publishing (324,720 ) — 6,366 36,348 — 275,367 (6,639 ) Other (3,299 ) — 2,044 637 (91 ) — (709 ) Corporate (89,317 ) 39,406 9,861 — — — (40,050 ) Total (145,445 ) $ 82,610 $ 51,321 $ 65,062 $ 7,993 $ 275,367 $ 336,908 Interest expense (82,622 ) Other income, net 20,405 Loss from continuing operations before income taxes (207,662 ) Income tax benefit 77,394 Loss from continuing operations (130,268 ) Earnings from discontinued operations, net of tax — Net loss (130,268 ) Net earnings attributable to noncontrolling interests (13,063 ) Net loss attributable to IAC shareholders $ (143,331 ) Nine Months Ended September 30, 2015 Operating Income (Loss) Stock-Based Compensation Expense Depreciation Amortization of Intangibles Acquisition-related Contingent Consideration Fair Value Adjustments Adjusted EBITDA (In thousands) Match Group $ 125,918 $ 30,982 $ 19,804 $ 14,130 $ (11,479 ) $ 179,355 HomeAdvisor 3,687 1,250 4,767 3,064 — 12,768 Video (36,581 ) 344 713 1,179 (2,637 ) (36,982 ) Applications 138,076 — 3,532 4,727 (3,790 ) 142,545 Publishing 43,685 — 7,293 14,087 — 65,065 Other (745 ) — 1,824 2,117 — 3,196 Corporate (89,022 ) 39,293 8,760 — — (40,969 ) Total 185,018 $ 71,869 $ 46,693 $ 39,304 $ (17,906 ) $ 324,978 Interest expense (45,270 ) Other income, net 39,748 Earnings from continuing operations before income taxes 179,496 Income tax provision (34,722 ) Earnings from continuing operations 144,774 Loss from discontinued operations, net of tax (11 ) Net earnings 144,763 Net loss attributable to noncontrolling interests 6,558 Net earnings attributable to IAC shareholders $ 151,321 |
Schedule of Reconciliation of Segment Assets to Total Assets | The following tables reconcile segment assets to total assets: September 30, 2016 Segment Assets Goodwill Indefinite-Lived Definite-Lived Total Assets (In thousands) Match Group $ 482,899 $ 1,311,961 $ 248,244 $ 13,280 $ 2,056,384 HomeAdvisor 53,930 150,451 600 3,472 208,453 Video 126,034 25,239 1,800 6,687 159,760 Applications 97,899 447,242 60,600 3,392 609,133 Publishing 464,233 — 15,005 18,036 497,274 Other 28,076 7,663 11,180 — 46,919 Corporate (a) 1,093,237 — — — 1,093,237 Total $ 2,346,308 $ 1,942,556 $ 337,429 $ 44,867 $ 4,671,160 December 31, 2015 Segment Assets Goodwill Indefinite-Lived Definite-Lived Total Assets (In thousands) Match Group $ 329,269 $ 1,293,109 $ 243,697 $ 32,711 $ 1,898,786 HomeAdvisor 32,112 150,251 600 5,727 188,690 Video 90,671 15,590 1,800 3,343 111,404 Applications 108,997 447,242 60,600 7,964 624,803 Publishing 390,951 277,192 59,805 7,849 735,797 Other 64,550 61,980 13,635 3,097 143,262 Corporate (a) 1,485,949 — — — 1,485,949 Total $ 2,502,499 $ 2,245,364 $ 380,137 $ 60,691 $ 5,188,691 ________________________ (a) Corporate assets consist primarily of cash and cash equivalents, marketable securities and IAC's headquarters building. |
CONSOLIDATED FINANCIAL STATEM33
CONSOLIDATED FINANCIAL STATEMENT DETAILS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Income, Net | Other income, net consists of: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (In thousands) Foreign currency exchange gains $ 10,898 $ 314 $ 24,037 $ 4,851 Gains on sale of businesses and investments, net 279 379 13,416 (a) 523 Interest income 1,051 990 3,813 3,463 Gain on real estate transaction — 33,586 — 33,586 Loss on partial extinguishment of Match Group Term Loan — — (11,056 ) — Impairment on long-term investments (2,192 ) (804 ) (4,894 ) (1,304 ) Loss on redemption and repurchase of IAC Senior Notes (69 ) — (3,182 ) — Other 1,733 (67 ) (1,729 ) (1,371 ) Total $ 11,700 $ 34,398 $ 20,405 $ 39,748 ________________________ (a) Includes a gain of $12.0 million related to PriceRunner, which was sold on March 18, 2016, and a loss of $3.8 million related to ASKfm, which was sold on June 30, 2016. PriceRunner's full year 2015 revenue, operating income and Adjusted EBITDA were $32.3 million , $9.7 million and $13.0 million , respectively. Included in PriceRunner's operating income were $0.4 million of depreciation and $2.9 million of amortization of intangibles. ASKfm's full year 2015 revenue, operating loss and Adjusted EBITDA loss were $10.9 million , $9.1 million and $6.1 million , respectively. Included in ASKfm's operating loss were $2.0 million of amortization of intangibles and $1.1 million of depreciation. |
GUARANTOR AND NON-GUARANTOR F34
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Guarantor and Nonguarantor Financial Statements [Abstract] | |
Schedule of Condensed Balance Sheet | Balance sheet at September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Cash and cash equivalents $ 521,042 $ — $ 668,742 $ — $ 1,189,784 Marketable securities 177,862 — — — 177,862 Accounts receivable, net — 89,703 109,625 — 199,328 Other current assets 82,397 44,116 106,043 — 232,556 Intercompany receivables — 683,232 1,048,330 (1,731,562 ) — Property and equipment, net 4,733 191,689 120,855 — 317,277 Goodwill — 529,403 1,413,153 — 1,942,556 Intangible assets, net — 100,634 281,662 — 382,296 Investment in subsidiaries 3,547,903 574,711 — (4,122,614 ) — Other non-current assets 51,325 103,727 185,497 (111,048 ) 229,501 Total assets $ 4,385,262 $ 2,317,215 $ 3,933,907 $ (5,965,224 ) $ 4,671,160 Accounts payable, trade $ 2,737 $ 38,397 $ 31,134 $ — $ 72,268 Other current liabilities 34,583 114,630 481,108 — 630,321 Long-term debt, net of current portion 425,739 — 1,215,546 — 1,641,285 Income taxes payable 109 3,381 32,310 — 35,800 Intercompany liabilities 1,731,562 — — (1,731,562 ) — Other long-term liabilities 326,666 19,138 55,371 (111,048 ) 290,127 Redeemable noncontrolling interests — — 31,160 — 31,160 IAC shareholders' equity 1,863,866 2,141,669 1,980,945 (4,122,614 ) 1,863,866 Noncontrolling interests — — 106,333 — 106,333 Total liabilities and shareholders' equity $ 4,385,262 $ 2,317,215 $ 3,933,907 $ (5,965,224 ) $ 4,671,160 Balance sheet at December 31, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Cash and cash equivalents $ 1,073,053 $ — $ 408,394 $ — $ 1,481,447 Marketable securities 27,578 — 11,622 — 39,200 Accounts receivable, net 33 115,280 134,764 — 250,077 Other current assets 30,813 46,128 97,345 — 174,286 Intercompany receivables — 637,324 963,146 (1,600,470 ) — Property and equipment, net 4,432 198,890 99,495 — 302,817 Goodwill — 776,569 1,468,795 — 2,245,364 Intangible assets, net — 135,817 305,011 — 440,828 Investment in subsidiaries 3,128,765 466,601 — (3,595,366 ) — Other non-current assets 84,368 11,258 174,038 (14,992 ) 254,672 Total assets $ 4,349,042 $ 2,387,867 $ 3,662,610 $ (5,210,828 ) $ 5,188,691 Current portion of long-term debt $ — $ — $ 40,000 $ — $ 40,000 Accounts payable, trade 4,711 42,104 40,068 — 86,883 Other current liabilities 62,833 140,077 438,753 — 641,663 Long-term debt, net of current portion 550,083 — 1,176,871 — 1,726,954 Income taxes payable 152 3,435 30,105 — 33,692 Intercompany liabilities 1,600,470 — — (1,600,470 ) — Other long-term liabilities 326,267 18,160 83,848 (14,992 ) 413,283 Redeemable noncontrolling interests — — 30,391 — 30,391 IAC shareholders' equity 1,804,526 2,184,091 1,411,275 (3,595,366 ) 1,804,526 Noncontrolling interests — — 411,299 — 411,299 Total liabilities and shareholders' equity $ 4,349,042 $ 2,387,867 $ 3,662,610 $ (5,210,828 ) $ 5,188,691 |
Schedule of Condensed Income Statement | Statement of operations for the three months ended September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 320,860 $ 446,691 $ (3,449 ) $ 764,102 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 219 64,470 113,420 1,022 179,131 Selling and marketing expense 546 160,370 136,053 (4,576 ) 292,393 General and administrative expense 22,375 40,436 65,913 105 128,829 Product development expense 1,009 19,661 25,277 — 45,947 Depreciation 422 7,693 9,836 — 17,951 Amortization of intangibles — 6,100 8,167 — 14,267 Total operating costs and expenses 24,571 298,730 358,666 (3,449 ) 678,518 Operating (loss) income (24,571 ) 22,130 88,025 — 85,584 Equity in earnings (losses) of unconsolidated affiliates 71,553 (22,569 ) — (48,984 ) — Interest expense (6,362 ) — (20,756 ) — (27,118 ) Other (expense) income, net (6,334 ) 4,948 13,086 — 11,700 Earnings from continuing operations before income taxes 34,286 4,509 80,355 (48,984 ) 70,166 Income tax benefit (provision) 8,876 (10,104 ) (16,598 ) — (17,826 ) Earnings (loss) from continuing operations 43,162 (5,595 ) 63,757 (48,984 ) 52,340 Earnings from discontinued operations, net of tax — — — — — Net earnings (loss) 43,162 (5,595 ) 63,757 (48,984 ) 52,340 Net earnings attributable to noncontrolling interests — — (9,178 ) — (9,178 ) Net earnings (loss) attributable to IAC shareholders $ 43,162 $ (5,595 ) $ 54,579 $ (48,984 ) $ 43,162 Comprehensive income (loss) attributable to IAC shareholders $ 37,885 $ (5,551 ) $ 49,708 $ (44,157 ) $ 37,885 Statement of operations for the three months ended September 30, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 410,048 $ 430,921 $ (2,408 ) $ 838,561 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 307 77,080 122,256 (266 ) 199,377 Selling and marketing expense 1,250 218,693 125,318 (2,151 ) 343,110 General and administrative expense 37,186 42,830 54,097 9 134,122 Product development expense 2,408 20,682 23,769 — 46,859 Depreciation 613 6,973 8,039 — 15,625 Amortization of intangibles — 4,202 8,136 — 12,338 Total operating costs and expenses 41,764 370,460 341,615 (2,408 ) 751,431 Operating (loss) income (41,764 ) 39,588 89,306 — 87,130 Equity in earnings of unconsolidated affiliates 90,703 26,515 — (117,218 ) — Interest expense (12,995 ) (2,929 ) (68 ) — (15,992 ) Other income, net 24,590 1,049 8,759 — 34,398 Earnings from continuing operations before income taxes 60,534 64,223 97,997 (117,218 ) 105,536 Income tax benefit (provision) 5,060 (13,779 ) (31,791 ) — (40,510 ) Earnings from continuing operations 65,594 50,444 66,206 (117,218 ) 65,026 Earnings (loss) from discontinued operations, net of tax 17 — (1 ) 1 17 Net earnings 65,611 50,444 66,205 (117,217 ) 65,043 Net loss attributable to noncontrolling interests — — 568 — 568 Net earnings attributable to IAC shareholders $ 65,611 $ 50,444 $ 66,773 $ (117,217 ) $ 65,611 Comprehensive income attributable to IAC shareholders $ 51,418 $ 51,180 $ 56,972 $ (108,152 ) $ 51,418 Statement of operations for the nine months ended September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 1,028,339 $ 1,310,593 $ (10,212 ) $ 2,328,720 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 811 206,661 336,011 (221 ) 543,262 Selling and marketing expense 2,306 531,976 446,089 (10,112 ) 970,259 General and administrative expense 66,208 124,150 226,727 121 417,206 Product development expense 4,127 64,177 83,384 — 151,688 Depreciation 1,274 21,881 28,166 — 51,321 Amortization of intangibles — 35,183 29,879 — 65,062 Goodwill impairment — 253,245 22,122 — 275,367 Total operating costs and expenses 74,726 1,237,273 1,172,378 (10,212 ) 2,474,165 Operating (loss) income (74,726 ) (208,934 ) 138,215 — (145,445 ) Equity in losses of unconsolidated affiliates (45,114 ) (33,530 ) — 78,644 — Interest expense (20,776 ) — (61,846 ) — (82,622 ) Other (expense) income, net (35,306 ) 10,926 44,785 — 20,405 (Loss) earnings from continuing operations before income taxes (175,922 ) (231,538 ) 121,154 78,644 (207,662 ) Income tax benefit (provision) 32,591 70,073 (25,270 ) — 77,394 (Loss) earnings from continuing operations (143,331 ) (161,465 ) 95,884 78,644 (130,268 ) Earnings from discontinued operations, net of tax — — — — — Net (loss) earnings (143,331 ) (161,465 ) 95,884 78,644 (130,268 ) Net earnings attributable to noncontrolling interests — — (13,063 ) — (13,063 ) Net (loss) earnings attributable to IAC shareholders $ (143,331 ) $ (161,465 ) $ 82,821 $ 78,644 $ (143,331 ) Comprehensive (loss) income attributable to IAC shareholders $ (135,043 ) $ (142,528 ) $ 87,367 $ 55,161 $ (135,043 ) Statement of operations for the nine months ended September 30, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations IAC Consolidated (In thousands) Revenue $ — $ 1,222,403 $ 1,167,429 $ (7,627 ) $ 2,382,205 Operating costs and expenses: Cost of revenue (exclusive of depreciation shown separately below) 846 243,867 320,070 (706 ) 564,077 Selling and marketing expense 3,315 636,849 397,082 (6,944 ) 1,030,302 General and administrative expense 95,192 116,913 166,137 23 378,265 Product development expense 6,915 62,254 69,377 — 138,546 Depreciation 1,440 20,353 24,900 — 46,693 Amortization of intangibles — 12,565 26,739 — 39,304 Total operating costs and expenses 107,708 1,092,801 1,004,305 (7,627 ) 2,197,187 Operating (loss) income (107,708 ) 129,602 163,124 — 185,018 Equity in earnings of unconsolidated affiliates 228,634 29,383 — (258,017 ) — Interest expense (38,977 ) (6,127 ) (166 ) — (45,270 ) Other income, net 7,731 26,682 5,335 — 39,748 Earnings from continuing operations before income taxes 89,680 179,540 168,293 (258,017 ) 179,496 Income tax benefit (provision) 61,652 (58,154 ) (38,220 ) — (34,722 ) Earnings from continuing operations 151,332 121,386 130,073 (258,017 ) 144,774 (Loss) earnings from discontinued operations, net of tax (11 ) — 2 (2 ) (11 ) Net earnings 151,321 121,386 130,075 (258,019 ) 144,763 Net loss attributable to noncontrolling interests — — 6,558 — 6,558 Net earnings attributable to IAC shareholders $ 151,321 $ 121,386 $ 136,633 $ (258,019 ) $ 151,321 Comprehensive income attributable to IAC shareholders $ 94,533 $ 117,637 $ 79,144 $ (196,781 ) $ 94,533 |
Schedule of Condensed Cash Flow Statement | Statement of cash flows for the nine months ended September 30, 2016: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries IAC Consolidated (In thousands) Net cash (used in) provided by operating activities attributable to continuing operations $ (77,595 ) $ 130,121 $ 109,056 $ 161,582 Cash flows from investing activities attributable to continuing operations: Acquisitions, net of cash acquired — — (2,524 ) (2,524 ) Capital expenditures (343 ) (16,134 ) (46,262 ) (62,739 ) Investments in time deposits — — (87,500 ) (87,500 ) Proceeds from maturities of time deposits — — 87,500 87,500 Proceeds from maturities and sales of marketable debt securities 79,210 — — 79,210 Purchases of marketable debt securities (229,246 ) — — (229,246 ) Purchases of investments — — (7,211 ) (7,211 ) Net proceeds from the sale of businesses and investments 15,401 1,779 93,356 110,536 Other, net — 158 5,404 5,562 Net cash (used in) provided by investing activities attributable to continuing operations (134,978 ) (14,197 ) 42,763 (106,412 ) Cash flows from financing activities attributable to continuing operations: Purchase of treasury stock (247,256 ) — — (247,256 ) Proceeds from Match Group 2016 Senior Notes offering — — 400,000 400,000 Principal payments on Match Group Term Loan — — (410,000 ) (410,000 ) Debt issuance costs — — (5,048 ) (5,048 ) Redemption and repurchase of Senior Notes (126,271 ) — — (126,271 ) Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes (7,148 ) — — (7,148 ) Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes — — 467 467 Excess tax benefits from stock-based awards 17,202 — 25,929 43,131 Purchase of noncontrolling interests (1,400 ) — (1,129 ) (2,529 ) Acquisition-related contingent consideration payments — (351 ) (1,829 ) (2,180 ) Decrease in restricted cash related to bond redemptions 20,000 — — 20,000 Intercompany 5,435 (115,573 ) 110,138 — Other, net — — (766 ) (766 ) Net cash (used in) provided by financing activities attributable to continuing operations (339,438 ) (115,924 ) 117,762 (337,600 ) Total cash (used in) provided by continuing operations (552,011 ) — 269,581 (282,430 ) Effect of exchange rate changes on cash and cash equivalents — — (9,233 ) (9,233 ) Net (decrease) increase in cash and cash equivalents (552,011 ) — 260,348 (291,663 ) Cash and cash equivalents at beginning of period 1,073,053 — 408,394 1,481,447 Cash and cash equivalents at end of period $ 521,042 $ — $ 668,742 $ 1,189,784 Statement of cash flows for the nine months ended September 30, 2015: IAC Guarantor Subsidiaries Non-Guarantor Subsidiaries IAC Consolidated (In thousands) Net cash (used in) provided by operating activities attributable to continuing operations $ (114,559 ) $ 151,626 $ 147,040 $ 184,107 Cash flows from investing activities attributable to continuing operations: Acquisitions, net of cash acquired — (2,574 ) (40,712 ) (43,286 ) Capital expenditures (1,051 ) (16,978 ) (26,529 ) (44,558 ) Proceeds from maturities and sales of marketable debt securities 192,928 — — 192,928 Purchases of marketable debt securities (93,134 ) — — (93,134 ) Purchases of investments — — (25,073 ) (25,073 ) Net proceeds from the sale of businesses and investments 1,277 — 7,274 8,551 Other, net 3,613 48 (7,756 ) (4,095 ) Net cash provided by (used in) investing activities attributable to continuing operations 103,633 (19,504 ) (92,796 ) (8,667 ) Cash flows from financing activities attributable to continuing operations: Purchase of treasury stock (200,000 ) — — (200,000 ) Principal payment on Liberty Bonds — (80,000 ) — (80,000 ) Dividends (84,947 ) — — (84,947 ) Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes (40,197 ) — — (40,197 ) Excess tax benefits from stock-based awards 17,862 — 31,285 49,147 Purchase of noncontrolling interests — — (29,899 ) (29,899 ) Acquisition-related contingent consideration payments — (202 ) (5,510 ) (5,712 ) Intercompany (86,407 ) (51,920 ) 138,327 — Other, net 166 — 346 512 Net cash (used in) provided by financing activities attributable to continuing operations (393,523 ) (132,122 ) 134,549 (391,096 ) Total cash (used in) provided by continuing operations (404,449 ) — 188,793 (215,656 ) Total cash (used in) provided by discontinued operations (192 ) — 2 (190 ) Effect of exchange rate changes on cash and cash equivalents — — (8,111 ) (8,111 ) Net (decrease) increase in cash and cash equivalents (404,641 ) — 180,684 (223,957 ) Cash and cash equivalents at beginning of period 762,231 — 228,174 990,405 Cash and cash equivalents at end of period $ 357,590 $ — $ 408,858 $ 766,448 |
THE COMPANY AND SUMMARY OF SI35
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Revenue from major customers | |||||
Revenue | $ 764,102 | $ 838,561 | $ 2,328,720 | $ 2,382,205 | |
Accounts receivable, net | 199,328 | 199,328 | $ 250,077 | ||
Accounting Standards Update 2015-03 | Other non-current assets | |||||
Revenue from major customers | |||||
Increase (decrease) in debt issuance costs from reclassification | (21,300) | ||||
Accounting Standards Update 2015-03 | Long-term debt | |||||
Revenue from major customers | |||||
Increase (decrease) in debt issuance costs from reclassification | 21,300 | ||||
Operating segments | Publishing | |||||
Revenue from major customers | |||||
Revenue | 74,902 | 178,701 | 326,195 | 512,173 | |
Operating segments | Applications | |||||
Revenue from major customers | |||||
Revenue | 142,782 | 193,278 | 445,735 | 581,546 | |
Google Inc. | |||||
Revenue from major customers | |||||
Revenue | 172,000 | $ 332,000 | 638,200 | $ 979,800 | |
Accounts receivable, net | $ 59,200 | $ 59,200 | $ 97,200 | ||
Google Inc. | Revenue | Operating segments | Customer concentration risk | Publishing | |||||
Revenue from major customers | |||||
Percentage of concentration risk | 66.00% | 85.00% | 76.00% | 84.00% | |
Google Inc. | Revenue | Operating segments | Customer concentration risk | Applications | |||||
Revenue from major customers | |||||
Percentage of concentration risk | 85.00% | 93.00% | 87.00% | 94.00% |
THE COMPANY AND SUMMARY OF SI36
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Change in the Company's Reported Results Assuming Adoption of ASU 2016-09 (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Pro forma results assuming ASU 2016-09 had been in effect on January 1, 2016 | ||||
Net loss | $ 52,340 | $ 65,043 | $ (130,268) | $ 144,763 |
Net earnings attributable to noncontrolling interests | 9,178 | (568) | 13,063 | (6,558) |
Net earnings (loss) attributable to IAC shareholders | $ 43,162 | $ 65,611 | (143,331) | 151,321 |
Cash flows provided by operating activities attributable to continuing operations | 161,582 | 184,107 | ||
Cash flows used in financing activities attributable to continuing operations | $ (337,600) | $ (391,096) | ||
Basic loss per share from continuing operations (in dollars per share) | $ 0.54 | $ 0.79 | $ (1.78) | $ 1.82 |
Fully diluted loss per share from continuing operations (in dollars per share) | $ 0.49 | $ 0.74 | $ (1.78) | $ 1.71 |
ASU 2016-09 | Pro Forma | ||||
Pro forma results assuming ASU 2016-09 had been in effect on January 1, 2016 | ||||
Net loss | $ (85,500) | |||
Net earnings attributable to noncontrolling interests | 13,063 | |||
Net earnings (loss) attributable to IAC shareholders | (98,563) | |||
Cash flows provided by operating activities attributable to continuing operations | 204,713 | |||
Cash flows used in financing activities attributable to continuing operations | $ (380,731) | |||
Basic loss per share from continuing operations (in dollars per share) | $ (1.23) | |||
Fully diluted loss per share from continuing operations (in dollars per share) | $ (1.23) |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||||
Income tax provision (benefit) | $ 17,826 | $ 40,510 | $ (77,394) | $ 34,722 | |
Effective tax rate (as a percent) | 25.00% | 38.00% | 37.00% | 19.00% | |
Federal statutory rate (as a percent) | 35.00% | 35.00% | 35.00% | 35.00% | |
Accrued interest on unrecognized tax benefits | $ 2,800 | $ 2,800 | $ 2,500 | ||
Accrued penalties on unrecognized tax benefits | 1,800 | 1,800 | 2,200 | ||
Total unrecognized tax benefits including interest | 41,300 | 41,300 | 43,400 | ||
Unrecognized tax benefit, if recognized would reduce income tax expense for continuing operations | 38,200 | 38,200 | $ 41,000 | ||
Decrease in unrecognized tax benefit | 14,400 | 14,400 | |||
Change in unrecognized tax benefit which would reduce the income tax provision for continuing operations | $ 14,000 | $ 14,000 |
BUSINESS COMBINATION (Details)
BUSINESS COMBINATION (Details) - PlentyOfFish - USD ($) $ in Millions | Oct. 28, 2015 | Jun. 30, 2016 |
Business Acquisition [Line Items] | ||
Cash acquisition price | $ 574.1 | |
Working capital adjustment | $ 0.9 |
BUSINESS COMBINATION - ESTIMATE
BUSINESS COMBINATION - ESTIMATED FAIR VALUE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Oct. 28, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 1,942,556 | $ 2,245,364 | |
PlentyOfFish | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 4,626 | ||
Other current assets | 4,460 | ||
Computer and other equipment | 2,990 | ||
Goodwill | 488,644 | ||
Intangible assets | 84,100 | ||
Other non-current assets | 1,073 | ||
Total assets | 585,893 | ||
Current liabilities | (6,418) | ||
Other long-term liabilities | (5,325) | ||
Net assets acquired | $ 574,150 |
BUSINESS COMBINATION - INTANGIB
BUSINESS COMBINATION - INTANGIBLE ASSETS ACQUIRED AS PART OF BUSINESS COMBINATION (Details) $ in Thousands | Oct. 28, 2015USD ($) |
Customer relationships | Maximum | |
Business Acquisition [Line Items] | |
Estimated weighted-average useful life (in years) | 1 year |
New registrants | Maximum | |
Business Acquisition [Line Items] | |
Estimated weighted-average useful life (in years) | 1 year |
Non-compete agreement | |
Business Acquisition [Line Items] | |
Estimated weighted-average useful life (in years) | 5 years |
Developed technology | |
Business Acquisition [Line Items] | |
Estimated weighted-average useful life (in years) | 2 years |
PlentyOfFish | |
Business Acquisition [Line Items] | |
Indefinite-lived trade name | $ 66,300 |
Total intangible assets acquired | 84,100 |
PlentyOfFish | Customer relationships | |
Business Acquisition [Line Items] | |
Finite-lived intangible assets | 10,100 |
PlentyOfFish | New registrants | |
Business Acquisition [Line Items] | |
Finite-lived intangible assets | 3,100 |
PlentyOfFish | Non-compete agreement | |
Business Acquisition [Line Items] | |
Finite-lived intangible assets | 3,000 |
PlentyOfFish | Developed technology | |
Business Acquisition [Line Items] | |
Finite-lived intangible assets | $ 1,600 |
BUSINESS COMBINATION - SCHEDULE
BUSINESS COMBINATION - SCHEDULE OF PRO FORMA FINANCIAL INFORMATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||
Decrease to revenue related to write-off of deferred revenue | $ (764,102) | $ (838,561) | $ (2,328,720) | $ (2,382,205) |
Increase in amortization of intangible assets | $ 14,267 | 12,338 | $ 65,062 | 39,304 |
Revenue | 860,320 | 2,435,475 | ||
Net earnings attributable to IAC shareholders | $ 70,803 | $ 160,750 | ||
Basic earnings per share attributable to IAC shareholders (in dollars per share) | $ 0.85 | $ 1.94 | ||
Diluted earnings per share attributable to IAC shareholders (in dollars per share) | $ 0.80 | $ 1.82 | ||
Acquisition-related Costs | ||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||
Decrease to revenue related to write-off of deferred revenue | $ 600 | $ 9,000 | ||
Increase in amortization of intangible assets | $ 3,700 | $ 12,700 |
GOODWILL AND INTANGIBLE ASSET42
GOODWILL AND INTANGIBLE ASSETS - SCHEDULE OF GOODWILL AND INTANGIBLE ASSETS, NET (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 1,942,556 | $ 2,245,364 |
Intangible assets with indefinite lives | 337,429 | 380,137 |
Intangible assets with definite lives, net | 44,867 | 60,691 |
Total goodwill and intangible assets, net | $ 2,324,852 | $ 2,686,192 |
GOODWILL AND INTANGIBLE ASSET43
GOODWILL AND INTANGIBLE ASSETS - SCHEDULE OF GOODWILL BY REPORTABLE SEGMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill | |||||
Balance at the beginning of the period | $ 2,245,364 | ||||
Impairment | $ 0 | $ (275,400) | $ 0 | (275,367) | $ 0 |
Balance at the end of the period | 1,942,556 | 1,942,556 | |||
Operating segments | |||||
Goodwill | |||||
Balance at the beginning of the period | 2,245,364 | ||||
Additions | 10,252 | ||||
Deductions | (60,068) | ||||
Impairment | (275,367) | ||||
Foreign Exchange Translation | 22,375 | ||||
Balance at the end of the period | 1,942,556 | 1,942,556 | |||
Operating segments | Match Group | |||||
Goodwill | |||||
Balance at the beginning of the period | 1,293,109 | ||||
Additions | 603 | ||||
Deductions | (2,983) | ||||
Impairment | 0 | ||||
Foreign Exchange Translation | 21,232 | ||||
Balance at the end of the period | 1,311,961 | 1,311,961 | |||
Operating segments | HomeAdvisor | |||||
Goodwill | |||||
Balance at the beginning of the period | 150,251 | ||||
Additions | 0 | ||||
Deductions | 0 | ||||
Impairment | 0 | ||||
Foreign Exchange Translation | 200 | ||||
Balance at the end of the period | 150,451 | 150,451 | |||
Operating segments | Video | |||||
Goodwill | |||||
Balance at the beginning of the period | 15,590 | ||||
Additions | 9,649 | ||||
Deductions | 0 | ||||
Impairment | 0 | ||||
Foreign Exchange Translation | 0 | ||||
Balance at the end of the period | 25,239 | 25,239 | |||
Operating segments | Applications | |||||
Goodwill | |||||
Balance at the beginning of the period | 447,242 | ||||
Additions | 0 | ||||
Deductions | 0 | ||||
Impairment | 0 | ||||
Foreign Exchange Translation | 0 | ||||
Balance at the end of the period | 447,242 | 447,242 | |||
Operating segments | Publishing | |||||
Goodwill | |||||
Balance at the beginning of the period | 277,192 | ||||
Additions | 0 | ||||
Deductions | (1,968) | ||||
Impairment | (275,367) | ||||
Foreign Exchange Translation | 143 | ||||
Balance at the end of the period | 0 | 0 | |||
Operating segments | Other | |||||
Goodwill | |||||
Balance at the beginning of the period | 61,980 | ||||
Additions | 0 | ||||
Deductions | (55,117) | ||||
Impairment | 0 | ||||
Foreign Exchange Translation | 800 | ||||
Balance at the end of the period | $ 7,663 | $ 7,663 |
GOODWILL AND INTANGIBLE ASSET44
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill [Line Items] | |||||
Goodwill impairment | $ 0 | $ 275,400,000 | $ 0 | $ 275,367,000 | $ 0 |
Trade names | |||||
Goodwill [Line Items] | |||||
Impairment charge on certain indefinite-lived intangible assets | $ 11,600,000 | ||||
Trade names | Minimum | |||||
Goodwill [Line Items] | |||||
Royalty rates | 2.00% | ||||
Trade names | Maximum | |||||
Goodwill [Line Items] | |||||
Royalty rates | 6.00% | ||||
Publishing | |||||
Goodwill [Line Items] | |||||
Accumulated goodwill impairment loss | 598,000,000 | 598,000,000 | |||
Fair value of goodwill | $ 0 | ||||
Applications | |||||
Goodwill [Line Items] | |||||
Accumulated goodwill impairment loss | 529,100,000 | 529,100,000 | |||
Video | Connected Ventures | |||||
Goodwill [Line Items] | |||||
Accumulated goodwill impairment loss | 11,600,000 | 11,600,000 | |||
Other | ShoeBuy | |||||
Goodwill [Line Items] | |||||
Accumulated goodwill impairment loss | $ 42,100,000 | $ 42,100,000 |
GOODWILL AND INTANGIBLE ASSET45
GOODWILL AND INTANGIBLE ASSETS - SCHEDULE OF INTANGIBLE ASSETS WITH DEFINITE LIVES (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 219,274 | $ 194,237 |
Accumulated Amortization | (174,407) | (133,546) |
Total | $ 44,867 | $ 60,691 |
Weighted-Average Useful Life (Years) | 3 years 4 months 12 days | 3 years 3 months 18 days |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 65,107 | $ 32,123 |
Accumulated Amortization | (47,093) | (26,268) |
Total | $ 18,014 | $ 5,855 |
Weighted-Average Useful Life (Years) | 3 years 2 months 12 days | 2 years 6 months |
Content | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 62,082 | $ 62,082 |
Accumulated Amortization | (55,374) | (48,937) |
Total | $ 6,708 | $ 13,145 |
Weighted-Average Useful Life (Years) | 4 years 1 month 12 days | 4 years 1 month 6 days |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 56,109 | $ 55,487 |
Accumulated Amortization | (41,974) | (37,012) |
Total | $ 14,135 | $ 18,475 |
Weighted-Average Useful Life (Years) | 3 years 3 months 12 days | 3 years 2 months 12 days |
Customer lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 28,470 | $ 28,836 |
Accumulated Amortization | (26,050) | (13,078) |
Total | $ 2,420 | $ 15,758 |
Weighted-Average Useful Life (Years) | 2 years 2 months 12 days | 2 years 1 month 6 days |
Advertiser and supplier relationships and other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 7,506 | $ 15,709 |
Accumulated Amortization | (3,916) | (8,251) |
Total | $ 3,590 | $ 7,458 |
Weighted-Average Useful Life (Years) | 4 years | 4 years 2 months 12 days |
GOODWILL AND INTANGIBLE ASSET46
GOODWILL AND INTANGIBLE ASSETS - SCHEDULE OF EXPECTED AMORTIZATION OF INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,017 | $ 22,800 | |
2,018 | 12,527 | |
2,019 | 6,310 | |
2,020 | 3,180 | |
2,021 | 50 | |
Total | $ 44,867 | $ 60,691 |
MARKETABLE SECURITIES - SCHEDUL
MARKETABLE SECURITIES - SCHEDULE OF CURRENT AVAILABLE-FOR-SALE MARKETABLE SECURITIES (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 177,831 | $ 36,424 |
Gross Unrealized Gains | 39 | 2,963 |
Gross Unrealized Losses | (8) | (187) |
Fair Value | 177,862 | 39,200 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 15,408 | 27,765 |
Gross Unrealized Gains | 2 | 0 |
Gross Unrealized Losses | (8) | (187) |
Fair Value | 15,402 | 27,578 |
Treasury discount notes | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 162,423 | |
Gross Unrealized Gains | 37 | |
Gross Unrealized Losses | 0 | |
Fair Value | 162,460 | |
Total debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 177,831 | |
Gross Unrealized Gains | 39 | |
Gross Unrealized Losses | (8) | |
Fair Value | $ 177,862 | |
Equity security | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 8,659 | |
Gross Unrealized Gains | 2,963 | |
Gross Unrealized Losses | 0 | |
Fair Value | $ 11,622 |
MARKETABLE SECURITIES (Details)
MARKETABLE SECURITIES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Marketable Securities [Abstract] | ||||
Gross realized losses | $ 0 | $ 0 | $ 0 | $ 0 |
Aggregate fair value of available-for-sale securities with unrealized losses | $ 7,600,000 | $ 7,600,000 |
MARKETABLE SECURITIES - SCHED49
MARKETABLE SECURITIES - SCHEDULE OF CONTRACTUAL MATURITIES OF DEBT SECURITIES CLASSIFIED AS CURRENT AVAILABLE-FOR-SALE (Details 2) $ in Thousands | Sep. 30, 2016USD ($) |
Amortized Cost | |
Due in one year or less | $ 177,831 |
Total | 177,831 |
Fair Value | |
Due in one year or less | 177,862 |
Total | $ 177,862 |
MARKETABLE SECURITIES - SCHED50
MARKETABLE SECURITIES - SCHEDULE OF PROCEEDS FROM MATURITIES AND SALES OF CURRENT AVAILABLE-FOR-SALE-MARKETABLE SECURITIES (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Marketable Securities [Abstract] | ||||
Proceeds from maturities and sales of available-for-sale marketable securities | $ 52,110 | $ 178,315 | $ 106,326 | $ 192,928 |
Gross realized gains | $ 412 | $ 17 | $ 3,537 | $ 22 |
FAIR VALUE MEASUREMENTS AND F51
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Assets: | ||
Marketable securities | $ 177,862 | $ 39,200 |
Fair value on a recurring basis | ||
Assets: | ||
Total Assets | 934,820 | 1,080,096 |
Liabilities: | ||
Contingent consideration arrangements | (43,352) | (33,873) |
Fair value on a recurring basis | Money market funds | ||
Assets: | ||
Cash equivalents | 582,508 | 601,848 |
Fair value on a recurring basis | Time deposits | ||
Assets: | ||
Cash equivalents | 75,000 | 125,038 |
Fair value on a recurring basis | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 12,497 | |
Marketable securities | 162,460 | |
Fair value on a recurring basis | Commercial paper | ||
Assets: | ||
Cash equivalents | 86,953 | 302,418 |
Fair value on a recurring basis | Corporate debt securities | ||
Assets: | ||
Marketable securities | 15,402 | 27,578 |
Fair value on a recurring basis | Equity security | ||
Assets: | ||
Marketable securities | 11,622 | |
Long-term investments | 7,542 | |
Fair value on a recurring basis | Auction rate security | ||
Assets: | ||
Long-term investments | 4,050 | |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total Assets | 757,465 | 621,012 |
Liabilities: | ||
Contingent consideration arrangements | 0 | 0 |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Assets: | ||
Cash equivalents | 582,508 | 601,848 |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Time deposits | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 12,497 | |
Marketable securities | 162,460 | |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Commercial paper | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Corporate debt securities | ||
Assets: | ||
Marketable securities | 0 | 0 |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Equity security | ||
Assets: | ||
Marketable securities | 11,622 | |
Long-term investments | 7,542 | |
Fair value on a recurring basis | Quoted Market Prices in Active Markets for Identical Assets (Level 1) | Auction rate security | ||
Assets: | ||
Long-term investments | 0 | |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total Assets | 177,355 | 455,034 |
Liabilities: | ||
Contingent consideration arrangements | 0 | 0 |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Money market funds | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Time deposits | ||
Assets: | ||
Cash equivalents | 75,000 | 125,038 |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 0 | |
Marketable securities | 0 | |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Commercial paper | ||
Assets: | ||
Cash equivalents | 86,953 | 302,418 |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Corporate debt securities | ||
Assets: | ||
Marketable securities | 15,402 | 27,578 |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Equity security | ||
Assets: | ||
Marketable securities | 0 | |
Long-term investments | 0 | |
Fair value on a recurring basis | Significant Other Observable Inputs (Level 2) | Auction rate security | ||
Assets: | ||
Long-term investments | 0 | |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total Assets | 0 | 4,050 |
Liabilities: | ||
Contingent consideration arrangements | (43,352) | (33,873) |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Money market funds | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Time deposits | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Treasury discount notes | ||
Assets: | ||
Cash equivalents | 0 | |
Marketable securities | 0 | |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Commercial paper | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Corporate debt securities | ||
Assets: | ||
Marketable securities | $ 0 | 0 |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Equity security | ||
Assets: | ||
Marketable securities | 0 | |
Long-term investments | 0 | |
Fair value on a recurring basis | Significant Unobservable Inputs (Level 3) | Auction rate security | ||
Assets: | ||
Long-term investments | $ 4,050 |
FAIR VALUE MEASUREMENTS AND F52
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - SCHEDULE OF CHANGES IN LEVEL 3 ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Contingent Consideration Arrangements | ||||
Contingent Consideration Arrangements | ||||
Balance at beginning of period | $ (45,526) | $ (31,858) | $ (33,873) | $ (30,140) |
Fair value adjustments | 2,477 | 960 | (7,993) | 17,906 |
Foreign currency exchange gains | 0 | 626 | ||
Included in other comprehensive loss | (333) | (579) | (5,614) | 1,538 |
Fair value at date of acquisition | 1,948 | (27,112) | ||
Settlements | 30 | 7 | 2,180 | 5,712 |
Proceeds from sale | 0 | 0 | ||
Balance at end of period | (43,352) | (31,470) | (43,352) | (31,470) |
Auction rate security | ||||
Auction Rate Security | ||||
Balance at beginning of period | 6,630 | 4,050 | 6,070 | |
Fair value adjustments | 0 | 0 | 0 | |
Foreign currency exchange gains | 0 | 0 | ||
Included in other comprehensive loss | (1,620) | 5,950 | (1,060) | |
Fair value at date of acquisition | 0 | 0 | ||
Settlements | 0 | 0 | 0 | |
Proceeds from sale | (10,000) | 0 | ||
Balance at end of period | $ 0 | $ 5,010 | $ 0 | $ 5,010 |
FAIR VALUE MEASUREMENTS AND F53
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS (Details) $ in Millions | Sep. 30, 2016USD ($)arrangement | Dec. 31, 2015USD ($) |
Contingent Consideration Arrangements | ||
Number of contingent consideration arrangements related to business acquisitions | arrangement | 7 | |
Contingent consideration, maximum amount at balance sheet date | $ 142.6 | |
Contingent consideration, fair value at balance sheet date with a maximum limit | 43.4 | |
Contingent consideration, at fair value, current | 43.2 | $ 2.6 |
Contingent consideration, at fair value, noncurrent | 0.2 | 31.2 |
Assets measured at fair value on a nonrecurring basis | ||
Cost method investments | $ 116.3 | 114.5 |
Equity security | ||
Marketable equity security | ||
Cost basis | 5 | |
Gross unrealized gain | $ 2.6 | |
Contingent Consideration Arrangements | Minimum | ||
Contingent Consideration Arrangements | ||
Contingent consideration, discount rates | 12.00% | 12.00% |
Contingent Consideration Arrangements | Maximum | ||
Contingent Consideration Arrangements | ||
Contingent consideration, discount rates | 25.00% | 25.00% |
FAIR VALUE MEASUREMENTS AND F54
FAIR VALUE MEASUREMENTS AND FINANCIAL INSTRUMENTS - CARRYING VALUE AND FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 3) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current portion of long-term debt | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, fair value | $ 0 | $ (40,000) |
Current portion of long-term debt | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, fair value | 0 | (39,850) |
Long-term debt, net of current portion | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, fair value | (1,641,285) | (1,726,954) |
Long-term debt, net of current portion | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, fair value | $ (1,741,800) | $ (1,761,601) |
LONG-TERM DEBT - SCHEDULE OF LO
LONG-TERM DEBT - SCHEDULE OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Less: Current maturities of long-term debt | $ 0 | $ 40,000 |
Long-term debt, net of current portion | $ 1,641,285 | $ 1,726,954 |
Senior Notes | 6.375% Senior Notes due June 1, 2024 (the 2016 Match Group Senior Notes); interest payable each June 1 and December 1, which commences December 1, 2016 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6.375% | |
Senior Notes | 6.75% Senior Notes due December 15, 2022 (the 2015 Match Group Senior Notes); interest payable each June 15 and December 15, which commenced June 15, 2016 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6.75% | 6.75% |
Senior Notes | 4.875% Senior Notes due November 30, 2018 (the 2013 Senior Notes); interest payable each May 30 and November 30, which commenced May 30, 2014 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 4.875% | 4.875% |
Senior Notes | 4.75% Senior Notes due December 15, 2022 (the 2012 Senior Notes); interest payable each June 15 and December 15, which commenced June 15, 2013 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 4.75% | 4.75% |
Match Group | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,235,172 | $ 1,245,172 |
Less: Current maturities of long-term debt | 0 | 40,000 |
Less: Unamortized original issue discount and original issue premium, net | 5,100 | 11,691 |
Less: Unamortized debt issuance costs | 14,526 | 16,610 |
Long-term debt, net of current portion | 1,215,546 | 1,176,871 |
Match Group | Senior Notes | 6.375% Senior Notes due June 1, 2024 (the 2016 Match Group Senior Notes); interest payable each June 1 and December 1, which commences December 1, 2016 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 400,000 | 0 |
Match Group | Senior Notes | 6.75% Senior Notes due December 15, 2022 (the 2015 Match Group Senior Notes); interest payable each June 15 and December 15, which commenced June 15, 2016 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 445,172 | 445,172 |
Match Group | Term Loan | Match Group Term Loan due November 16, 2022 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 390,000 | 800,000 |
Number of days prior to maturity date | 91 days | |
IAC | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 428,461 | 554,732 |
Less: Current maturities of long-term debt | 0 | |
Less: Unamortized debt issuance costs | 2,722 | 4,649 |
Long-term debt, net of current portion | 425,739 | 550,083 |
IAC | Senior Notes | 4.875% Senior Notes due November 30, 2018 (the 2013 Senior Notes); interest payable each May 30 and November 30, which commenced May 30, 2014 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 390,214 | 500,000 |
IAC | Senior Notes | 4.75% Senior Notes due December 15, 2022 (the 2012 Senior Notes); interest payable each June 15 and December 15, which commenced June 15, 2013 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 38,247 | $ 54,732 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) | Jun. 01, 2016USD ($) | Mar. 31, 2016USD ($) | Nov. 16, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||||||
Repurchase and redemption of Senior Notes | $ 126,271,000 | $ 0 | ||||
IAC | ||||||
Debt Instrument [Line Items] | ||||||
Remaining principal balance | 428,461,000 | $ 554,732,000 | ||||
Repurchase and redemption of Senior Notes | $ 126,271,000 | |||||
6.375% Senior Notes due June 1, 2024 (the 2016 Match Group Senior Notes); interest payable each June 1 and December 1, which commences December 1, 2016 | Senior Notes | Match Group, Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 400,000,000 | |||||
6.375% Senior Notes due June 1, 2024 (the 2016 Match Group Senior Notes); interest payable each June 1 and December 1, which commences December 1, 2016 | Senior Notes | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 5 | |||||
6.75% Senior Notes due December 15, 2022 (the 2015 Match Group Senior Notes); interest payable each June 15 and December 15, which commenced June 15, 2016 | Senior Notes | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 5 | |||||
Match Group Term Loan due November 16, 2022 | Term Loan | Revolving Credit Facility | Match Group, Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 800,000,000 | |||||
Principal payment | $ 400,000,000 | $ 10,000,000 | ||||
Remaining principal balance | $ 390,000,000 | |||||
Match Group Term Loan due November 16, 2022 | Term Loan | Revolving Credit Facility | Match Group, Inc. | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 3.50% | |||||
Match Group Term Loan due November 16, 2022 | Term Loan | Revolving Credit Facility | Match Group, Inc. | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 4.50% | |||||
Variable rate floor (as a percent) | 1.00% | |||||
Match Group Credit Agreement | Revolving Credit Facility | Match Group, Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit, maximum borrowing capacity | 500,000,000 | |||||
Line of credit, amount outstanding | $ 0 | 0 | ||||
Annual commitment fee on undrawn funds, basis points | 0.30% | |||||
Match Group Credit Agreement | Maximum | Revolving Credit Facility | Match Group, Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 5 | |||||
Match Group Credit Agreement | Minimum | Revolving Credit Facility | Match Group, Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Minimum interest coverage ratio | 2.5 | |||||
2012 Senior Notes | Senior Notes | IAC | ||||||
Debt Instrument [Line Items] | ||||||
Remaining principal balance | $ 38,247,000 | 54,732,000 | ||||
Repurchase and redemption of Senior Notes | 16,500,000 | |||||
2013 Senior Notes | Senior Notes | IAC | ||||||
Debt Instrument [Line Items] | ||||||
Remaining principal balance | 390,214,000 | 500,000,000 | ||||
Repurchase and redemption of Senior Notes | $ 109,800,000 | |||||
2013 Senior Notes | Senior Notes | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 3 | |||||
IAC Credit Facility | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit, maximum borrowing capacity | $ 300,000,000 | |||||
Line of credit, amount outstanding | $ 0 | $ 0 | ||||
Annual commitment fee on undrawn funds, basis points | 0.35% | |||||
IAC Credit Facility | Maximum | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio | 3.25 |
LONG-TERM DEBT - SCHEDULE OF DE
LONG-TERM DEBT - SCHEDULE OF DEBT INSTRUMENT REDEMPTION (Details) - Senior Notes - 6.375% Senior Notes due June 1, 2024 (the 2016 Match Group Senior Notes); interest payable each June 1 and December 1, which commences December 1, 2016 | 9 Months Ended |
Sep. 30, 2016 | |
2,019 | |
Debt Instrument [Line Items] | |
Redemption percentage | 104.781% |
2,020 | |
Debt Instrument [Line Items] | |
Redemption percentage | 103.188% |
2,021 | |
Debt Instrument [Line Items] | |
Redemption percentage | 101.594% |
2022 and thereafter | |
Debt Instrument [Line Items] | |
Redemption percentage | 100.00% |
ACCUMULATED OTHER COMPREHENSI58
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | $ 2,215,825 | |||
Total other comprehensive (loss) income, net of tax | $ (4,953) | $ (14,220) | 9,106 | $ (57,972) |
Ending balance | 1,970,199 | 1,970,199 | ||
Tax provision (benefit) of other comprehensive loss before reclassifications related to unrealized gains (losses) on available-for-sale securities | 100 | (100) | (700) | (300) |
Foreign Currency Translation Adjustment | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (121,612) | (133,895) | (154,645) | (86,848) |
Other comprehensive income (loss) before reclassifications, net of tax benefit (provision) related to unrealized gains (losses) on available-for-sale securities | (5,132) | (8,420) | (3,538) | (55,467) |
Amounts reclassified to earnings related to unrealized gains (losses) on available-for-sale securities, net of tax (provision) benefit | 0 | (2,191) | 9,850 | (2,191) |
Total other comprehensive (loss) income, net of tax | (5,132) | (10,611) | 6,312 | (57,658) |
Reallocation of accumulated other comprehensive loss (income) related to the noncontrolling interests created in the Match Group initial public offering | 21,589 | |||
Ending balance | (126,744) | (144,506) | (126,744) | (144,506) |
Unrealized Gains On Available-For-Sale Securities | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | 4,205 | 3,600 | 2,542 | (852) |
Other comprehensive income (loss) before reclassifications, net of tax benefit (provision) related to unrealized gains (losses) on available-for-sale securities | 114 | (3,501) | 4,868 | 788 |
Amounts reclassified to earnings related to unrealized gains (losses) on available-for-sale securities, net of tax (provision) benefit | (259) | (81) | (2,892) | 82 |
Total other comprehensive (loss) income, net of tax | (145) | (3,582) | 1,976 | 870 |
Reallocation of accumulated other comprehensive loss (income) related to the noncontrolling interests created in the Match Group initial public offering | (458) | |||
Ending balance | 4,060 | 18 | 4,060 | 18 |
Amounts reclassified to earnings, tax provision (benefit) (less than for 2016) | 200 | 100 | 200 | (100) |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (117,407) | (130,295) | (152,103) | (87,700) |
Other comprehensive income (loss) before reclassifications, net of tax benefit (provision) related to unrealized gains (losses) on available-for-sale securities | (5,018) | (11,921) | 1,330 | (54,679) |
Amounts reclassified to earnings related to unrealized gains (losses) on available-for-sale securities, net of tax (provision) benefit | (259) | (2,272) | 6,958 | (2,109) |
Total other comprehensive (loss) income, net of tax | (5,277) | (14,193) | 8,288 | (56,788) |
Reallocation of accumulated other comprehensive loss (income) related to the noncontrolling interests created in the Match Group initial public offering | 21,131 | |||
Ending balance | $ (122,684) | $ (144,488) | $ (122,684) | $ (144,488) |
EARNINGS (LOSS) PER SHARE - COM
EARNINGS (LOSS) PER SHARE - COMPUTATION OF BASIC AND DILUTED EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: Basic | ||||
(Loss) earnings from continuing operations | $ 52,340 | $ 65,026 | $ (130,268) | $ 144,774 |
Net (earnings) loss attributable to noncontrolling interests | (9,178) | 568 | (13,063) | 6,558 |
Earnings from continuing operations attributable to IAC shareholders | 43,162 | 65,594 | (143,331) | 151,332 |
Earnings from discontinued operations attributable to IAC shareholders | 0 | 17 | 0 | (11) |
Net earnings attributable to IAC shareholders | 43,162 | 65,611 | (143,331) | 151,321 |
Numerator: Diluted | ||||
(Loss) earnings from continuing operations | 52,340 | 65,026 | (130,268) | 144,774 |
Net (earnings) loss attributable to noncontrolling interests | (9,178) | 568 | (13,063) | 6,558 |
Impact from Match Group's dilutive securities | (3,473) | 0 | 0 | 0 |
Earnings from continuing operations attributable to IAC shareholders | 39,689 | 65,594 | (143,331) | 151,332 |
Earnings from discontinued operations attributable to IAC shareholders | 0 | 17 | 0 | (11) |
Net earnings attributable to IAC shareholders | $ 39,689 | $ 65,611 | $ (143,331) | $ 151,321 |
Denominator: Basic | ||||
Weighted average basic shares outstanding (in shares) | 79,532 | 82,910 | 80,357 | 82,924 |
Denominator: Diluted | ||||
Weighted average basic shares outstanding (in shares) | 79,532 | 82,910 | 80,357 | 82,924 |
Dilutive securities including subsidiary denominated equity, stock options and RSUs (in shares) | 2,087 | 5,990 | 0 | 5,323 |
Denominator for earnings per share-weighted average shares (in shares) | 81,619 | 88,900 | 80,357 | 88,247 |
Earnings (loss) per share attributable to IAC shareholders: Basic | ||||
Earnings (loss) per share from continuing operations (in dollars per share) | $ 0.54 | $ 0.79 | $ (1.78) | $ 1.82 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0 |
Earnings (loss) per share (in dollars per share) | 0.54 | 0.79 | (1.78) | 1.82 |
Earnings (loss) per share attributable to IAC shareholders: Diluted | ||||
Earnings (loss) per share from continuing operations (in dollars per share) | 0.49 | 0.74 | (1.78) | 1.71 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0 |
Earnings (loss) per share (in dollars per share) | $ 0.49 | $ 0.74 | $ (1.78) | $ 1.71 |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Anti-dilutive weighted average common shares | ||||
Potentially dilutive securities excluded from calculation of diluted earnings per share (in shares) | 9.8 | |||
Stock Options and RSUs | ||||
Anti-dilutive weighted average common shares | ||||
Potentially dilutive securities excluded from calculation of diluted earnings per share (in shares) | 3.3 | 1 | 1.3 | |
Market-based awards and PSUs | ||||
Anti-dilutive weighted average common shares | ||||
Potentially dilutive securities excluded from calculation of diluted earnings per share (in shares) | 0.3 | 0.5 | 0.5 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenue | $ 764,102 | $ 838,561 | $ 2,328,720 | $ 2,382,205 | |
Operating income (loss) | 85,584 | 87,130 | (145,445) | 185,018 | |
Adjusted EBITDA | 138,986 | 141,142 | 336,908 | 324,978 | |
Segment Assets | 2,346,308 | 2,346,308 | $ 2,502,499 | ||
Operating segments | Match Group | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 316,447 | 268,971 | 902,849 | 752,857 | |
Operating income (loss) | 91,754 | 58,356 | 194,610 | 125,918 | |
Adjusted EBITDA | 110,708 | 82,657 | 275,414 | 179,355 | |
Segment Assets | 482,899 | 482,899 | 329,269 | ||
Operating segments | HomeAdvisor | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 133,560 | 99,435 | 375,222 | 269,429 | |
Operating income (loss) | 12,805 | 6,095 | 26,629 | 3,687 | |
Adjusted EBITDA | 15,965 | 8,904 | 35,947 | 12,768 | |
Segment Assets | 53,930 | 53,930 | 32,112 | ||
Operating segments | Video | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 59,955 | 60,125 | 162,361 | 147,317 | |
Operating income (loss) | (2,663) | (5,655) | (25,187) | (36,581) | |
Adjusted EBITDA | (894) | (5,141) | (21,770) | (36,982) | |
Segment Assets | 126,034 | 126,034 | 90,671 | ||
Operating segments | Applications | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 142,782 | 193,278 | 445,735 | 581,546 | |
Operating income (loss) | 29,240 | 46,539 | 75,839 | 138,076 | |
Adjusted EBITDA | 34,575 | 47,901 | 94,715 | 142,545 | |
Segment Assets | 97,899 | 97,899 | 108,997 | ||
Operating segments | Publishing | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 74,902 | 178,701 | 326,195 | 512,173 | |
Operating income (loss) | (14,562) | 14,149 | (324,720) | 43,685 | |
Adjusted EBITDA | (6,208) | 21,075 | (6,639) | 65,065 | |
Segment Assets | 464,233 | 464,233 | 390,951 | ||
Operating segments | Other | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 36,598 | 38,173 | 116,714 | 119,344 | |
Operating income (loss) | (1,511) | 195 | (3,299) | (745) | |
Adjusted EBITDA | (824) | 1,596 | (709) | 3,196 | |
Segment Assets | 28,076 | 28,076 | 64,550 | ||
Inter-segment eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | (142) | (122) | (356) | (461) | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | (29,479) | (32,549) | (89,317) | (89,022) | |
Adjusted EBITDA | (14,336) | $ (15,850) | (40,050) | $ (40,969) | |
Segment Assets | $ 1,093,237 | $ 1,093,237 | $ 1,485,949 |
SEGMENT INFORMATION - SCHEDULE
SEGMENT INFORMATION - SCHEDULE OF GEOGRAPHIC INFORMATION ABOUT REVENUE AND LONG-LIVED ASSETS (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Revenue and long-lived assets by geography | |||||
Revenue | $ 764,102 | $ 838,561 | $ 2,328,720 | $ 2,382,205 | |
Long-lived assets (excluding goodwill and intangible assets) | 317,277 | 317,277 | $ 302,817 | ||
Reportable Geographical Components | United States | |||||
Revenue and long-lived assets by geography | |||||
Revenue | 567,132 | 619,297 | 1,721,348 | 1,755,534 | |
Long-lived assets (excluding goodwill and intangible assets) | 292,586 | 292,586 | 279,913 | ||
Reportable Geographical Components | All Other Countries | |||||
Revenue and long-lived assets by geography | |||||
Revenue | 196,970 | $ 219,264 | 607,372 | $ 626,671 | |
Long-lived assets (excluding goodwill and intangible assets) | $ 24,691 | $ 24,691 | $ 22,904 |
SEGMENT INFORMATION - SCHEDUL63
SEGMENT INFORMATION - SCHEDULE OF RECONCILIATION OF ADJUSTED EBITDA TO OPERATING INCOME (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | $ 85,584 | $ 87,130 | $ (145,445) | $ 185,018 | |
Stock-Based Compensation Expense | 23,661 | 27,009 | 82,610 | 71,869 | |
Depreciation | 17,951 | 15,625 | 51,321 | 46,693 | |
Amortization of intangibles | 14,267 | 12,338 | 65,062 | 39,304 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | (2,477) | (960) | 7,993 | (17,906) | |
Goodwill impairment | 0 | $ 275,400 | 0 | 275,367 | 0 |
Adjusted EBITDA | 138,986 | 141,142 | 336,908 | 324,978 | |
Interest expense | (27,118) | (15,992) | (82,622) | (45,270) | |
Other income, net | 11,700 | 34,398 | 20,405 | 39,748 | |
Earnings (loss) from continuing operations before income taxes | 70,166 | 105,536 | (207,662) | 179,496 | |
Income tax benefit (provision) | (17,826) | (40,510) | 77,394 | (34,722) | |
Earnings (loss) from continuing operations | 52,340 | 65,026 | (130,268) | 144,774 | |
Earnings (loss) from discontinued operations, net of tax | 0 | 17 | 0 | (11) | |
Net earnings (loss) | 52,340 | 65,043 | (130,268) | 144,763 | |
Net (earnings) loss attributable to noncontrolling interests | (9,178) | 568 | (13,063) | 6,558 | |
Net earnings (loss) attributable to IAC shareholders | 43,162 | 65,611 | (143,331) | 151,321 | |
Operating segments | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Goodwill impairment | 275,367 | ||||
Operating segments | Match Group | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | 91,754 | 58,356 | 194,610 | 125,918 | |
Stock-Based Compensation Expense | 11,145 | 13,057 | 41,341 | 30,982 | |
Depreciation | 8,032 | 6,137 | 22,609 | 19,804 | |
Amortization of intangibles | 4,906 | 4,352 | 19,577 | 14,130 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | (5,129) | 755 | (2,723) | (11,479) | |
Goodwill impairment | 0 | ||||
Adjusted EBITDA | 110,708 | 82,657 | 275,414 | 179,355 | |
Operating segments | HomeAdvisor | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | 12,805 | 6,095 | 26,629 | 3,687 | |
Stock-Based Compensation Expense | 408 | 410 | 1,223 | 1,250 | |
Depreciation | 2,026 | 1,627 | 5,824 | 4,767 | |
Amortization of intangibles | 726 | 772 | 2,271 | 3,064 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | 0 | 0 | 0 | 0 | |
Goodwill impairment | 0 | ||||
Adjusted EBITDA | 15,965 | 8,904 | 35,947 | 12,768 | |
Operating segments | Video | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | (2,663) | (5,655) | (25,187) | (36,581) | |
Stock-Based Compensation Expense | 640 | 50 | 640 | 344 | |
Depreciation | 438 | 289 | 1,313 | 713 | |
Amortization of intangibles | 691 | 377 | 1,656 | 1,179 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | 0 | (202) | (192) | (2,637) | |
Goodwill impairment | 0 | ||||
Adjusted EBITDA | (894) | (5,141) | (21,770) | (36,982) | |
Operating segments | Applications | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | 29,240 | 46,539 | 75,839 | 138,076 | |
Stock-Based Compensation Expense | 0 | 0 | 0 | 0 | |
Depreciation | 1,073 | 1,302 | 3,304 | 3,532 | |
Amortization of intangibles | 1,519 | 1,573 | 4,573 | 4,727 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | 2,743 | (1,513) | 10,999 | (3,790) | |
Goodwill impairment | 0 | ||||
Adjusted EBITDA | 34,575 | 47,901 | 94,715 | 142,545 | |
Operating segments | Publishing | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | (14,562) | 14,149 | (324,720) | 43,685 | |
Stock-Based Compensation Expense | 0 | 0 | 0 | 0 | |
Depreciation | 2,029 | 2,363 | 6,366 | 7,293 | |
Amortization of intangibles | 6,325 | 4,563 | 36,348 | 14,087 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | 0 | 0 | 0 | 0 | |
Goodwill impairment | 275,367 | ||||
Adjusted EBITDA | (6,208) | 21,075 | (6,639) | 65,065 | |
Operating segments | Other | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | (1,511) | 195 | (3,299) | (745) | |
Stock-Based Compensation Expense | 0 | 0 | 0 | 0 | |
Depreciation | 678 | 700 | 2,044 | 1,824 | |
Amortization of intangibles | 100 | 701 | 637 | 2,117 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | (91) | 0 | (91) | 0 | |
Goodwill impairment | 0 | ||||
Adjusted EBITDA | (824) | 1,596 | (709) | 3,196 | |
Corporate | |||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||
Operating income (loss) | (29,479) | (32,549) | (89,317) | (89,022) | |
Stock-Based Compensation Expense | 11,468 | 13,492 | 39,406 | 39,293 | |
Depreciation | 3,675 | 3,207 | 9,861 | 8,760 | |
Amortization of intangibles | 0 | 0 | 0 | 0 | |
Acquisition-related Contingent Consideration Fair Value Adjustments | 0 | 0 | 0 | 0 | |
Goodwill impairment | 0 | ||||
Adjusted EBITDA | $ (14,336) | $ (15,850) | $ (40,050) | $ (40,969) |
SEGMENT INFORMATION - SCHEDUL64
SEGMENT INFORMATION - SCHEDULE OF RECONCILIATION OF SEGMENT ASSETS TO TOTAL ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | $ 2,346,308 | $ 2,502,499 |
Goodwill | 1,942,556 | 2,245,364 |
Indefinite-Lived Intangible Assets | 337,429 | 380,137 |
Intangible assets with definite lives, net | 44,867 | 60,691 |
TOTAL ASSETS | 4,671,160 | 5,188,691 |
Operating segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Goodwill | 1,942,556 | 2,245,364 |
Operating segments | Match Group | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 482,899 | 329,269 |
Goodwill | 1,311,961 | 1,293,109 |
Indefinite-Lived Intangible Assets | 248,244 | 243,697 |
Intangible assets with definite lives, net | 13,280 | 32,711 |
TOTAL ASSETS | 2,056,384 | 1,898,786 |
Operating segments | HomeAdvisor | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 53,930 | 32,112 |
Goodwill | 150,451 | 150,251 |
Indefinite-Lived Intangible Assets | 600 | 600 |
Intangible assets with definite lives, net | 3,472 | 5,727 |
TOTAL ASSETS | 208,453 | 188,690 |
Operating segments | Video | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 126,034 | 90,671 |
Goodwill | 25,239 | 15,590 |
Indefinite-Lived Intangible Assets | 1,800 | 1,800 |
Intangible assets with definite lives, net | 6,687 | 3,343 |
TOTAL ASSETS | 159,760 | 111,404 |
Operating segments | Applications | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 97,899 | 108,997 |
Goodwill | 447,242 | 447,242 |
Indefinite-Lived Intangible Assets | 60,600 | 60,600 |
Intangible assets with definite lives, net | 3,392 | 7,964 |
TOTAL ASSETS | 609,133 | 624,803 |
Operating segments | Publishing | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 464,233 | 390,951 |
Goodwill | 0 | 277,192 |
Indefinite-Lived Intangible Assets | 15,005 | 59,805 |
Intangible assets with definite lives, net | 18,036 | 7,849 |
TOTAL ASSETS | 497,274 | 735,797 |
Operating segments | Other | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 28,076 | 64,550 |
Goodwill | 7,663 | 61,980 |
Indefinite-Lived Intangible Assets | 11,180 | 13,635 |
Intangible assets with definite lives, net | 0 | 3,097 |
TOTAL ASSETS | 46,919 | 143,262 |
Corporate | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Segment Assets | 1,093,237 | 1,485,949 |
Goodwill | 0 | 0 |
Indefinite-Lived Intangible Assets | 0 | 0 |
Intangible assets with definite lives, net | 0 | 0 |
TOTAL ASSETS | $ 1,093,237 | $ 1,485,949 |
CONSOLIDATED FINANCIAL STATEM65
CONSOLIDATED FINANCIAL STATEMENT DETAILS (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Mar. 18, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Foreign currency exchange gains | $ 10,898 | $ 314 | $ 24,037 | $ 4,851 | |||
Gains on sale of businesses and investments, net | 279 | 379 | 13,416 | 523 | |||
Interest income | 1,051 | 990 | 3,813 | 3,463 | |||
Gain on real estate transaction | 0 | 33,586 | 0 | 33,586 | |||
Impairment on long-term investments | (2,192) | (804) | (4,894) | (1,304) | |||
Other | 1,733 | (67) | (1,729) | (1,371) | |||
Total | 11,700 | 34,398 | 20,405 | 39,748 | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | PriceRunner | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain (loss) related to sale of business | $ 12,000 | ||||||
Disposal group, revenue | $ 32,300 | ||||||
Disposal group, operating income (loss) | 9,700 | ||||||
Disposal group, adjusted EBITDA (loss) | 13,000 | ||||||
Depreciation of equipment | 400 | ||||||
Amortization of intangibles | 2,900 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ASKfm | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain (loss) related to sale of business | $ (3,800) | ||||||
Disposal group, revenue | 10,900 | ||||||
Disposal group, operating income (loss) | (9,100) | ||||||
Disposal group, adjusted EBITDA (loss) | (6,100) | ||||||
Depreciation of equipment | 1,100 | ||||||
Amortization of intangibles | $ 2,000 | ||||||
Match Group Term Loan | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Loss on redemption and repurchase of debt | 0 | 0 | (11,056) | 0 | |||
IAC Senior Notes | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Loss on redemption and repurchase of debt | $ (69) | $ 0 | $ (3,182) | $ 0 |
SUPPLEMENTAL CASH FLOW INFORM66
SUPPLEMENTAL CASH FLOW INFORMATION (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Supplemental Cash Flow Elements [Abstract] | |
Acquisition-related contingent consideration liabilities | $ 27.1 |
CONTINGENCIES (Details)
CONTINGENCIES (Details) | 9 Months Ended |
Sep. 30, 2016lawsuit | |
Loss Contingency [Abstract] | |
Minimum number of lawsuits that could have material impact on the liquidity, results of operations, or financial condition | 1 |
GUARANTOR AND NON-GUARANTOR F68
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - BALANCE SHEET (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||||
Cash and cash equivalents | $ 1,189,784 | $ 1,481,447 | $ 766,448 | $ 990,405 |
Marketable securities | 177,862 | 39,200 | ||
Accounts receivable, net | 199,328 | 250,077 | ||
Other current assets | 232,556 | 174,286 | ||
Intercompany receivables | 0 | 0 | ||
Property and equipment, net | 317,277 | 302,817 | ||
Goodwill | 1,942,556 | 2,245,364 | ||
Intangible assets, net | 382,296 | 440,828 | ||
Investment in subsidiaries | 0 | 0 | ||
Other non-current assets | 229,501 | 254,672 | ||
TOTAL ASSETS | 4,671,160 | 5,188,691 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Current portion of long-term debt | 0 | 40,000 | ||
Accounts payable, trade | 72,268 | 86,883 | ||
Other current liabilities | 630,321 | 641,663 | ||
Long-term debt, net of current portion | 1,641,285 | 1,726,954 | ||
Income taxes payable | 35,800 | 33,692 | ||
Intercompany liabilities | 0 | 0 | ||
Other long-term liabilities | 290,127 | 413,283 | ||
Redeemable noncontrolling interests | 31,160 | 30,391 | ||
IAC shareholders' equity | 1,863,866 | 1,804,526 | ||
Noncontrolling interests | 106,333 | 411,299 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 4,671,160 | 5,188,691 | ||
Eliminations | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | ||
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Intercompany receivables | (1,731,562) | (1,600,470) | ||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Investment in subsidiaries | (4,122,614) | (3,595,366) | ||
Other non-current assets | (111,048) | (14,992) | ||
TOTAL ASSETS | (5,965,224) | (5,210,828) | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Current portion of long-term debt | 0 | |||
Accounts payable, trade | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Long-term debt, net of current portion | 0 | 0 | ||
Income taxes payable | 0 | 0 | ||
Intercompany liabilities | (1,731,562) | (1,600,470) | ||
Other long-term liabilities | (111,048) | (14,992) | ||
Redeemable noncontrolling interests | 0 | 0 | ||
IAC shareholders' equity | (4,122,614) | (3,595,366) | ||
Noncontrolling interests | 0 | 0 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | (5,965,224) | (5,210,828) | ||
IAC | ||||
ASSETS | ||||
Cash and cash equivalents | 521,042 | 1,073,053 | 357,590 | 762,231 |
Marketable securities | 177,862 | 27,578 | ||
Accounts receivable, net | 0 | 33 | ||
Other current assets | 82,397 | 30,813 | ||
Intercompany receivables | 0 | 0 | ||
Property and equipment, net | 4,733 | 4,432 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Investment in subsidiaries | 3,547,903 | 3,128,765 | ||
Other non-current assets | 51,325 | 84,368 | ||
TOTAL ASSETS | 4,385,262 | 4,349,042 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Current portion of long-term debt | 0 | |||
Accounts payable, trade | 2,737 | 4,711 | ||
Other current liabilities | 34,583 | 62,833 | ||
Long-term debt, net of current portion | 425,739 | 550,083 | ||
Income taxes payable | 109 | 152 | ||
Intercompany liabilities | 1,731,562 | 1,600,470 | ||
Other long-term liabilities | 326,666 | 326,267 | ||
Redeemable noncontrolling interests | 0 | 0 | ||
IAC shareholders' equity | 1,863,866 | 1,804,526 | ||
Noncontrolling interests | 0 | 0 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 4,385,262 | 4,349,042 | ||
Guarantor Subsidiaries | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 89,703 | 115,280 | ||
Other current assets | 44,116 | 46,128 | ||
Intercompany receivables | 683,232 | 637,324 | ||
Property and equipment, net | 191,689 | 198,890 | ||
Goodwill | 529,403 | 776,569 | ||
Intangible assets, net | 100,634 | 135,817 | ||
Investment in subsidiaries | 574,711 | 466,601 | ||
Other non-current assets | 103,727 | 11,258 | ||
TOTAL ASSETS | 2,317,215 | 2,387,867 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Current portion of long-term debt | 0 | |||
Accounts payable, trade | 38,397 | 42,104 | ||
Other current liabilities | 114,630 | 140,077 | ||
Long-term debt, net of current portion | 0 | 0 | ||
Income taxes payable | 3,381 | 3,435 | ||
Intercompany liabilities | 0 | 0 | ||
Other long-term liabilities | 19,138 | 18,160 | ||
Redeemable noncontrolling interests | 0 | 0 | ||
IAC shareholders' equity | 2,141,669 | 2,184,091 | ||
Noncontrolling interests | 0 | 0 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 2,317,215 | 2,387,867 | ||
Non-Guarantor Subsidiaries | ||||
ASSETS | ||||
Cash and cash equivalents | 668,742 | 408,394 | $ 408,858 | $ 228,174 |
Marketable securities | 0 | 11,622 | ||
Accounts receivable, net | 109,625 | 134,764 | ||
Other current assets | 106,043 | 97,345 | ||
Intercompany receivables | 1,048,330 | 963,146 | ||
Property and equipment, net | 120,855 | 99,495 | ||
Goodwill | 1,413,153 | 1,468,795 | ||
Intangible assets, net | 281,662 | 305,011 | ||
Investment in subsidiaries | 0 | 0 | ||
Other non-current assets | 185,497 | 174,038 | ||
TOTAL ASSETS | 3,933,907 | 3,662,610 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Current portion of long-term debt | 40,000 | |||
Accounts payable, trade | 31,134 | 40,068 | ||
Other current liabilities | 481,108 | 438,753 | ||
Long-term debt, net of current portion | 1,215,546 | 1,176,871 | ||
Income taxes payable | 32,310 | 30,105 | ||
Intercompany liabilities | 0 | 0 | ||
Other long-term liabilities | 55,371 | 83,848 | ||
Redeemable noncontrolling interests | 31,160 | 30,391 | ||
IAC shareholders' equity | 1,980,945 | 1,411,275 | ||
Noncontrolling interests | 106,333 | 411,299 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 3,933,907 | $ 3,662,610 |
GUARANTOR AND NON-GUARANTOR F69
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - STATEMENT OF OPERATIONS (Details2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | $ 764,102 | $ 838,561 | $ 2,328,720 | $ 2,382,205 | |
Operating costs and expenses: | |||||
Cost of revenue (exclusive of depreciation shown separately below) | 179,131 | 199,377 | 543,262 | 564,077 | |
Selling and marketing expense | 292,393 | 343,110 | 970,259 | 1,030,302 | |
General and administrative expense | 128,829 | 134,122 | 417,206 | 378,265 | |
Product development expense | 45,947 | 46,859 | 151,688 | 138,546 | |
Depreciation | 17,951 | 15,625 | 51,321 | 46,693 | |
Amortization of intangibles | 14,267 | 12,338 | 65,062 | 39,304 | |
Goodwill impairment | 0 | $ 275,400 | 0 | 275,367 | 0 |
Total operating costs and expenses | 678,518 | 751,431 | 2,474,165 | 2,197,187 | |
Operating income (loss) | 85,584 | 87,130 | (145,445) | 185,018 | |
Equity in earnings (losses) of unconsolidated affiliates | 0 | 0 | 0 | 0 | |
Interest expense | (27,118) | (15,992) | (82,622) | (45,270) | |
Other income, net | 11,700 | 34,398 | 20,405 | 39,748 | |
Earnings (loss) from continuing operations before income taxes | 70,166 | 105,536 | (207,662) | 179,496 | |
Income tax benefit (provision) | (17,826) | (40,510) | 77,394 | (34,722) | |
Earnings (loss) from continuing operations | 52,340 | 65,026 | (130,268) | 144,774 | |
Earnings (loss) from discontinued operations, net of tax | 0 | 17 | 0 | (11) | |
Net earnings (loss) | 52,340 | 65,043 | (130,268) | 144,763 | |
Net (earnings) loss attributable to noncontrolling interests | (9,178) | 568 | (13,063) | 6,558 | |
Net earnings (loss) attributable to IAC shareholders | 43,162 | 65,611 | (143,331) | 151,321 | |
Comprehensive income (loss) attributable to IAC shareholders | 37,885 | 51,418 | (135,043) | 94,533 | |
Eliminations | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | (3,449) | (2,408) | (10,212) | (7,627) | |
Operating costs and expenses: | |||||
Cost of revenue (exclusive of depreciation shown separately below) | 1,022 | (266) | (221) | (706) | |
Selling and marketing expense | (4,576) | (2,151) | (10,112) | (6,944) | |
General and administrative expense | 105 | 9 | 121 | 23 | |
Product development expense | 0 | 0 | 0 | 0 | |
Depreciation | 0 | 0 | 0 | 0 | |
Amortization of intangibles | 0 | 0 | 0 | 0 | |
Goodwill impairment | 0 | ||||
Total operating costs and expenses | (3,449) | (2,408) | (10,212) | (7,627) | |
Operating income (loss) | 0 | 0 | 0 | 0 | |
Equity in earnings (losses) of unconsolidated affiliates | (48,984) | (117,218) | 78,644 | (258,017) | |
Interest expense | 0 | 0 | 0 | 0 | |
Other income, net | 0 | 0 | 0 | 0 | |
Earnings (loss) from continuing operations before income taxes | (48,984) | (117,218) | 78,644 | (258,017) | |
Income tax benefit (provision) | 0 | 0 | 0 | 0 | |
Earnings (loss) from continuing operations | (48,984) | (117,218) | 78,644 | (258,017) | |
Earnings (loss) from discontinued operations, net of tax | 0 | 1 | 0 | (2) | |
Net earnings (loss) | (48,984) | (117,217) | 78,644 | (258,019) | |
Net (earnings) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Net earnings (loss) attributable to IAC shareholders | (48,984) | (117,217) | 78,644 | (258,019) | |
Comprehensive income (loss) attributable to IAC shareholders | (44,157) | (108,152) | 55,161 | (196,781) | |
IAC | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | 0 | 0 | 0 | 0 | |
Operating costs and expenses: | |||||
Cost of revenue (exclusive of depreciation shown separately below) | 219 | 307 | 811 | 846 | |
Selling and marketing expense | 546 | 1,250 | 2,306 | 3,315 | |
General and administrative expense | 22,375 | 37,186 | 66,208 | 95,192 | |
Product development expense | 1,009 | 2,408 | 4,127 | 6,915 | |
Depreciation | 422 | 613 | 1,274 | 1,440 | |
Amortization of intangibles | 0 | 0 | 0 | 0 | |
Goodwill impairment | 0 | ||||
Total operating costs and expenses | 24,571 | 41,764 | 74,726 | 107,708 | |
Operating income (loss) | (24,571) | (41,764) | (74,726) | (107,708) | |
Equity in earnings (losses) of unconsolidated affiliates | 71,553 | 90,703 | (45,114) | 228,634 | |
Interest expense | (6,362) | (12,995) | (20,776) | (38,977) | |
Other income, net | (6,334) | 24,590 | (35,306) | 7,731 | |
Earnings (loss) from continuing operations before income taxes | 34,286 | 60,534 | (175,922) | 89,680 | |
Income tax benefit (provision) | 8,876 | 5,060 | 32,591 | 61,652 | |
Earnings (loss) from continuing operations | 43,162 | 65,594 | (143,331) | 151,332 | |
Earnings (loss) from discontinued operations, net of tax | 0 | 17 | 0 | (11) | |
Net earnings (loss) | 43,162 | 65,611 | (143,331) | 151,321 | |
Net (earnings) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Net earnings (loss) attributable to IAC shareholders | 43,162 | 65,611 | (143,331) | 151,321 | |
Comprehensive income (loss) attributable to IAC shareholders | 37,885 | 51,418 | (135,043) | 94,533 | |
Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | 320,860 | 410,048 | 1,028,339 | 1,222,403 | |
Operating costs and expenses: | |||||
Cost of revenue (exclusive of depreciation shown separately below) | 64,470 | 77,080 | 206,661 | 243,867 | |
Selling and marketing expense | 160,370 | 218,693 | 531,976 | 636,849 | |
General and administrative expense | 40,436 | 42,830 | 124,150 | 116,913 | |
Product development expense | 19,661 | 20,682 | 64,177 | 62,254 | |
Depreciation | 7,693 | 6,973 | 21,881 | 20,353 | |
Amortization of intangibles | 6,100 | 4,202 | 35,183 | 12,565 | |
Goodwill impairment | 253,245 | ||||
Total operating costs and expenses | 298,730 | 370,460 | 1,237,273 | 1,092,801 | |
Operating income (loss) | 22,130 | 39,588 | (208,934) | 129,602 | |
Equity in earnings (losses) of unconsolidated affiliates | (22,569) | 26,515 | (33,530) | 29,383 | |
Interest expense | 0 | (2,929) | 0 | (6,127) | |
Other income, net | 4,948 | 1,049 | 10,926 | 26,682 | |
Earnings (loss) from continuing operations before income taxes | 4,509 | 64,223 | (231,538) | 179,540 | |
Income tax benefit (provision) | (10,104) | (13,779) | 70,073 | (58,154) | |
Earnings (loss) from continuing operations | (5,595) | 50,444 | (161,465) | 121,386 | |
Earnings (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0 | |
Net earnings (loss) | (5,595) | 50,444 | (161,465) | 121,386 | |
Net (earnings) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Net earnings (loss) attributable to IAC shareholders | (5,595) | 50,444 | (161,465) | 121,386 | |
Comprehensive income (loss) attributable to IAC shareholders | (5,551) | 51,180 | (142,528) | 117,637 | |
Non-Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenue | 446,691 | 430,921 | 1,310,593 | 1,167,429 | |
Operating costs and expenses: | |||||
Cost of revenue (exclusive of depreciation shown separately below) | 113,420 | 122,256 | 336,011 | 320,070 | |
Selling and marketing expense | 136,053 | 125,318 | 446,089 | 397,082 | |
General and administrative expense | 65,913 | 54,097 | 226,727 | 166,137 | |
Product development expense | 25,277 | 23,769 | 83,384 | 69,377 | |
Depreciation | 9,836 | 8,039 | 28,166 | 24,900 | |
Amortization of intangibles | 8,167 | 8,136 | 29,879 | 26,739 | |
Goodwill impairment | 22,122 | ||||
Total operating costs and expenses | 358,666 | 341,615 | 1,172,378 | 1,004,305 | |
Operating income (loss) | 88,025 | 89,306 | 138,215 | 163,124 | |
Equity in earnings (losses) of unconsolidated affiliates | 0 | 0 | 0 | 0 | |
Interest expense | (20,756) | (68) | (61,846) | (166) | |
Other income, net | 13,086 | 8,759 | 44,785 | 5,335 | |
Earnings (loss) from continuing operations before income taxes | 80,355 | 97,997 | 121,154 | 168,293 | |
Income tax benefit (provision) | (16,598) | (31,791) | (25,270) | (38,220) | |
Earnings (loss) from continuing operations | 63,757 | 66,206 | 95,884 | 130,073 | |
Earnings (loss) from discontinued operations, net of tax | 0 | (1) | 0 | 2 | |
Net earnings (loss) | 63,757 | 66,205 | 95,884 | 130,075 | |
Net (earnings) loss attributable to noncontrolling interests | (9,178) | 568 | (13,063) | 6,558 | |
Net earnings (loss) attributable to IAC shareholders | 54,579 | 66,773 | 82,821 | 136,633 | |
Comprehensive income (loss) attributable to IAC shareholders | $ 49,708 | $ 56,972 | $ 87,367 | $ 79,144 |
GUARANTOR AND NON-GUARANTOR F70
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - STATEMENT OF CASH FLOWS (Details3) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash (used in) provided by operating activities attributable to continuing operations | $ 161,582 | $ 184,107 |
Cash flows from investing activities attributable to continuing operations: | ||
Acquisitions, net of cash acquired | (2,524) | (43,286) |
Capital expenditures | (62,739) | (44,558) |
Investments in time deposits | (87,500) | 0 |
Proceeds from maturities of time deposits | 87,500 | 0 |
Proceeds from maturities and sales of marketable debt securities | 79,210 | 192,928 |
Purchases of marketable debt securities | (229,246) | (93,134) |
Purchases of investments | (7,211) | (25,073) |
Net proceeds from the sale of businesses and investments | 110,536 | 8,551 |
Other, net | 5,562 | (4,095) |
Net cash used in investing activities attributable to continuing operations | (106,412) | (8,667) |
Cash flows from financing activities attributable to continuing operations: | ||
Purchase of treasury stock | (247,256) | (200,000) |
Proceeds from Match Group 2016 Senior Notes offering | 400,000 | 0 |
Debt issuance costs | (5,048) | 0 |
Dividends | 0 | (84,947) |
Redemption and repurchase of Senior Notes | (126,271) | 0 |
Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes | (7,148) | (40,197) |
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 467 | 0 |
Excess tax benefits from stock-based awards | 43,131 | 49,147 |
Purchase of noncontrolling interests | (2,529) | (29,899) |
Acquisition-related contingent consideration payments | (2,180) | (5,712) |
Decrease in restricted cash related to bond redemptions | 20,000 | 0 |
Intercompany | 0 | 0 |
Other, net | (766) | 512 |
Net cash used in financing activities attributable to continuing operations | (337,600) | (391,096) |
Total cash used in continuing operations | (282,430) | (215,656) |
Total cash (used in) provided by discontinued operations | 0 | (190) |
Effect of exchange rate changes on cash and cash equivalents | (9,233) | (8,111) |
Net decrease in cash and cash equivalents | (291,663) | (223,957) |
Cash and cash equivalents at beginning of period | 1,481,447 | 990,405 |
Cash and cash equivalents at end of period | 1,189,784 | 766,448 |
IAC | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash (used in) provided by operating activities attributable to continuing operations | (77,595) | (114,559) |
Cash flows from investing activities attributable to continuing operations: | ||
Acquisitions, net of cash acquired | 0 | 0 |
Capital expenditures | (343) | (1,051) |
Investments in time deposits | 0 | |
Proceeds from maturities of time deposits | 0 | |
Proceeds from maturities and sales of marketable debt securities | 79,210 | 192,928 |
Purchases of marketable debt securities | (229,246) | (93,134) |
Purchases of investments | 0 | 0 |
Net proceeds from the sale of businesses and investments | 15,401 | 1,277 |
Other, net | 0 | 3,613 |
Net cash used in investing activities attributable to continuing operations | (134,978) | 103,633 |
Cash flows from financing activities attributable to continuing operations: | ||
Purchase of treasury stock | (247,256) | (200,000) |
Proceeds from Match Group 2016 Senior Notes offering | 0 | |
Debt issuance costs | 0 | |
Dividends | (84,947) | |
Redemption and repurchase of Senior Notes | (126,271) | |
Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes | (7,148) | (40,197) |
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 0 | |
Excess tax benefits from stock-based awards | 17,202 | 17,862 |
Purchase of noncontrolling interests | (1,400) | 0 |
Acquisition-related contingent consideration payments | 0 | 0 |
Decrease in restricted cash related to bond redemptions | 20,000 | |
Intercompany | 5,435 | (86,407) |
Other, net | 166 | |
Net cash used in financing activities attributable to continuing operations | (339,438) | (393,523) |
Total cash used in continuing operations | (552,011) | (404,449) |
Total cash (used in) provided by discontinued operations | (192) | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | (552,011) | (404,641) |
Cash and cash equivalents at beginning of period | 1,073,053 | 762,231 |
Cash and cash equivalents at end of period | 521,042 | 357,590 |
Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash (used in) provided by operating activities attributable to continuing operations | 130,121 | 151,626 |
Cash flows from investing activities attributable to continuing operations: | ||
Acquisitions, net of cash acquired | 0 | (2,574) |
Capital expenditures | (16,134) | (16,978) |
Investments in time deposits | 0 | |
Proceeds from maturities of time deposits | 0 | |
Proceeds from maturities and sales of marketable debt securities | 0 | 0 |
Purchases of marketable debt securities | 0 | 0 |
Purchases of investments | 0 | 0 |
Net proceeds from the sale of businesses and investments | 1,779 | 0 |
Other, net | 158 | 48 |
Net cash used in investing activities attributable to continuing operations | (14,197) | (19,504) |
Cash flows from financing activities attributable to continuing operations: | ||
Purchase of treasury stock | 0 | 0 |
Proceeds from Match Group 2016 Senior Notes offering | 0 | |
Debt issuance costs | 0 | |
Dividends | 0 | |
Redemption and repurchase of Senior Notes | 0 | |
Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes | 0 | 0 |
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 0 | |
Excess tax benefits from stock-based awards | 0 | 0 |
Purchase of noncontrolling interests | 0 | 0 |
Acquisition-related contingent consideration payments | (351) | (202) |
Decrease in restricted cash related to bond redemptions | 0 | |
Intercompany | (115,573) | (51,920) |
Other, net | 0 | 0 |
Net cash used in financing activities attributable to continuing operations | (115,924) | (132,122) |
Total cash used in continuing operations | 0 | 0 |
Total cash (used in) provided by discontinued operations | 0 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Non-Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash (used in) provided by operating activities attributable to continuing operations | 109,056 | 147,040 |
Cash flows from investing activities attributable to continuing operations: | ||
Acquisitions, net of cash acquired | (2,524) | (40,712) |
Capital expenditures | (46,262) | (26,529) |
Investments in time deposits | (87,500) | |
Proceeds from maturities of time deposits | 87,500 | |
Proceeds from maturities and sales of marketable debt securities | 0 | 0 |
Purchases of marketable debt securities | 0 | 0 |
Purchases of investments | (7,211) | (25,073) |
Net proceeds from the sale of businesses and investments | 93,356 | 7,274 |
Other, net | 5,404 | (7,756) |
Net cash used in investing activities attributable to continuing operations | 42,763 | (92,796) |
Cash flows from financing activities attributable to continuing operations: | ||
Purchase of treasury stock | 0 | 0 |
Proceeds from Match Group 2016 Senior Notes offering | 400,000 | |
Debt issuance costs | (5,048) | |
Dividends | 0 | |
Redemption and repurchase of Senior Notes | 0 | |
Issuance of IAC common stock pursuant to stock-based awards, net of withholding taxes | 0 | 0 |
Issuance of Match Group common stock pursuant to stock-based awards, net of withholding taxes | 467 | |
Excess tax benefits from stock-based awards | 25,929 | 31,285 |
Purchase of noncontrolling interests | (1,129) | (29,899) |
Acquisition-related contingent consideration payments | (1,829) | (5,510) |
Decrease in restricted cash related to bond redemptions | 0 | |
Intercompany | 110,138 | 138,327 |
Other, net | (766) | 346 |
Net cash used in financing activities attributable to continuing operations | 117,762 | 134,549 |
Total cash used in continuing operations | 269,581 | 188,793 |
Total cash (used in) provided by discontinued operations | 2 | |
Effect of exchange rate changes on cash and cash equivalents | (9,233) | (8,111) |
Net decrease in cash and cash equivalents | 260,348 | 180,684 |
Cash and cash equivalents at beginning of period | 408,394 | 228,174 |
Cash and cash equivalents at end of period | 668,742 | 408,858 |
Match Group Term Loan | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | (410,000) | 0 |
Match Group Term Loan | IAC | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | 0 | |
Match Group Term Loan | Guarantor Subsidiaries | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | 0 | |
Match Group Term Loan | Non-Guarantor Subsidiaries | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | (410,000) | |
Liberty Bonds | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | $ 0 | (80,000) |
Liberty Bonds | IAC | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | 0 | |
Liberty Bonds | Guarantor Subsidiaries | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | (80,000) | |
Liberty Bonds | Non-Guarantor Subsidiaries | ||
Cash flows from financing activities attributable to continuing operations: | ||
Principal payments on debt | $ 0 |